Shatterd Lylat: The Fragmentation War
by Ace Diamond
Summary: Corneria is falling to the Imperials, the Lylat System is in chaos. Black Wolf and Starfox fight alongisde the CDF in order to survive the onslaught, stay free, and overcome the greatest cost of war...the price of freedom. (UPDATE: Some errors fixed)
1. Character Profiles

Shattered Lylat: The Fragmentation War 

Character Profiles

Author's Note: This is the second book in the Shattered Lylat Trilogy. The first book, Shattered Lylat Prelude: Enter Black Wolf, has been up for some time. Check it out before you read this fanfic. Now onto the character profiles. I didn't do these for the first book because there wasn't enough backstory revealed by the story, but there is a bit more backstory in this book, so here they are. (Sorry about the spacing problems)

THE CHARACTERS: (NOTE: These are for the characters I created…so for those of you wanting profiles of the game characters, look elsewheres)

The good

Black Wolf mercenary squadron

Ed Wallace

Age: 18

Sex: Male

Species: Wolf

Fur: Black and gray

Eyes: Blue

Height: 5 ft. 10 in.

Weight: 142 lbs.

Rank: Captain

Birthplace: Miramar City, Corneria

Leader of the Black Wolf mercenary squadron. He has no immediate family, as his parents, both CDF pilots, were killed on Zoness in the Lylat War. Ed is an accomplished pilot, even though he only recently graduated from the Cornerian Military Academy. 3 Months ago he assisted in the destruction of the Death Prism, an Imperial superweapon. Ed has also shown a great innovative spirit, as he has invented pilot's shades that have many built in features, and has invented the Omni-Falcon handgun. He also shows excellent marksmanship skills, and his swordsman skills are rivaled by few. He has the ability to tap into his adrenaline and slow things down for himself, making him a very precise and dangerous opponent.

Mark Rendar

Age: 18

Sex: Male

Species: Siberian Husky

Fur: Gray and black

Eyes: Brown

Height: 6 ft. 4 in.

Weight: 195 lbs.

Rank: Commander

Birthplace: Miramar City, Corneria

Second in command of the Black Wolf squadron, and Ed's best friend. Mostly a brute force soldier, yet has a pacifist side. He is an excellent pilot, marksman and technician. Usually has to prevent Ed from flying off the handle. He also lost his parents in the Lylat War, they died on Fortuna when the Imperials attacked.

Damien Norris

Age: 18

Sex: Male

Species: Red Tailed Hawk

Feather color: (standard pattern for a Red Tailed Hawk)

Eyes: yellow

Height: 6 ft.

Weight: 155 lbs.

Rank: 1st Lieutenant

Birthplace: Katina City, Katina

A hotshot pilot who wants to follow in Falco Lombardi's footsteps. Competent soldier, and above average pilot. Doesn't exactly like having to report to Ed, but at least shows respect for his commander. Shot down a few Invader IIs over Katina, during the attack in the Lylat War, with a rocket launcher. He is a very good pilot, but his ego tends to get in the way.

Karl Riker

Age: 18

Sex: Male

Species: German Shepherd

Fur: (standard color)

Eyes: Green

Height: 6 ft. 3 in.

Weight: 175 lbs

Rank: 1st Lieutenant

Birthplace: Prestone City, Katina.

Damien's best friend ever since they fought on the ground against the Imperial Invasion on Katina during the Lylat War. A loyal soldier who almost never questions orders, and never backs down from a fight. He, like all other BlackWolf pilots, shows amazing skill with firearms and piloting.

Shadow Wing Beta Company

Robert Smirnov 

Age: 28

Sex: Male

Species: Arctic Wolf

Fur Color: White, with an odd streak of black in his hair

Eyes: Blue-Grey

Height: 6 ft. 4 in.

Weight: 160 lbs.

Rank: Captain

Birthplace: Vice City, Zoness

Captain of the Stealth Cruiser _Phantron_, which serves as the command ship for Beta Company. Smirnov grew up in Vice City, one of the most crime-ridden cities in Lylat. His parents were killed in a mob hit gone wrong, and he sought revenge personally, by stealing a CDF _Justice_ frigate and using it to obliterate the Mafia family that killed his parents. He was 19 when he did this. After the CDF arrested him, he was offered a choice, to be in a secret agency devoted to protecting Cornerian interests throughout the system, rather than prision. Smirnov agreed, and became one of the first Shadow Wing pilots. He assumed command of the _Phantron_ after the Lylat War. He shows excellent command authority, as well as helm control skills and strategic analysis.

Jason Kage 

Age: 22

Sex: Male

Species: Bald Eagle

Feather Color: Normal, except for a black-tippped Crest

Eyes: Red

Height: 6 ft. 2 inches

Weight: 165 lbs.

Rank: Captain

Birthplace: Corneria

The leader of the Second Company of the Ultra Secret Special Forces Group known as Shadow Wing. He is a suspicious person, as it comes with the territory. Has made friends with both Fox McCloud and Ed Wallace, but he even doesn't trust them entirely. HE is a very good leader, but hates it when people question his orders.

Katya Williams

Age: 18

Sex: Female

Species: Border Collie

Fur Color: Brown and White

Eyes: Green

Height: 5 ft. 8 in

Weight: 120 lbs.

Rank: Lt. Commander

Birthplace: Corneria City, Corneria

Currently Ed's girlfriend. A less suspicious member of Shadow Wing, who seems to trust Ed one hundred percent on any decisions he might make. Talented pilot and soldier

Jenna Sandoval

Age: 18

Sex: Female

Species: Gray Wolf

Fur Color: Gray and white, with a little bit of black on the ears, and tail.

Eyes: Blue

Height: 5' 8"

Weight: 115 lbs.

Rank: Lt. Commander

Birthplace: Miramar City

Ex-girlfriend of Ed. Also not as suspicious and paranoid as Jason is. A competent pilot and soldier. One of the few that knows the founder of Shadow Wing, General Carrington. Expert rifle markswolf.

Dante Davidson

Age: 18

Sex: Male

Species: Lynx

Fur Color: Mottled Gray and Tan and black

Eyes: Gray

Height: 6 ft.

Weight: 135 lbs.

Rank: 1st Lieutenant.

Birthplace: Corneria City.

The heir to the Cornerian throne. He sometimes wishes he wasn't in Shadow Wing, so that he could at least talk to people. As a result, he's glad that he met BlackWolf and StarFox during a mission on Corneria. A laid-back royal, doesn't like have attention showered upon him. Serves as the Beta Company's medic.

Dave Cheng (A.K.A Jack Vong)

Age: 18

Sex: Male

Species: Lizard (I know this is vague, so think about what Reptile from MK: Deadly Alliance looks like and you have an idea of appearance.)

Scale Color: green

Eyes: Yellow

Height: 5 ft. 10 in.

Weight: 140 lbs.

Rank: 1st Lieutenant

Birthplace: Corneria City

Dave is a lizard of Chinese and Japanese ancestry. A friend of Ed who Ed had believed had died during the Lylat War, when in fact he had just changed his name and become a Shadow Wing operative in order to expose the treachery of Kyle Kerrigan. He is a master swordsman, and is an expert at numerous martial arts forms, specifically _Tae-Kwon-Do_ and _Ninjitsu_. He also possesses the ability to make time seem to slow down. He is a master of Zen as well.

Ivan Marlowski

Age: 17

Sex: Male

Species: Cougar

Fur Color: Tan

Eyes: Hazel

Height: 6'1"

Weight: 145 lbs.

Rank: Master Sergeant

Birthplace: Corneria City

An elitist who believes that Shadow Wing shouldn't work with mercenaries, Ivan is a loose cannon. He dislikes Ed, because Ed upstaged him in hacking ability. He hasn't shown any signs of treason, though.

Doug Cronin

Age: 19

Sex: Male

Species: Gyrfalcon

Feather Color: Gray/white

Eyes: Brown

Height: 6 ft. 2 in.

Weight: 137 lbs.

Rank: Master Sergeant.

Birthplace: Prestone City, Katina.

Another Shadow Wing elitist, and Ivan's friend. Also knows how to hack his way around the network security

And the rest of shadow wing….(the bit characters of the Second Company)

Clyde S. Dale (Horse, Male, 19, 1st Lieutenant)

Crimson MacDougal (Cardinal, Male, 18, Master Sergeant)

Steven Odell (Gray Fox, Male, 18, Corporal)

Misha Svensgaard (Rottwiler, Female, 17, PFC)

Alek Trevena (Mouse, Male, 18, PFC)

Shadow Wing Alpha Company

Not much is known about the mysterious first company of Shadow Wing. Not even their real names. Some say they have psychokinetic powers…but nobody knows for sure. All that is known are their code names, and that they have never failed a single mission.

Storm Eagle 

Chill Penguin

Overdrive Ostrich

Sting Chameleon

Sniper Wolf (female)

Vulcan Raven

Revolver Ocelot

Neon Tigress

Flame Mammoth

Armored Armadillo

Spark Mandrill

Wheel Gator

Husky Squadron

(NOTE: Only 2 pilots so far, complete staff list forthcoming)

Billy "Bishop" Black 

Age: 18

Species: Gray Fox

Fur Color: Gray and White, with black eartips.

Eyes: Blue-Gray

Height: 5 ft. 10 in.

Weight: 138 lbs.

Rank: 1st Lieutenant

Birthplace: Miramar City

A respectalbe pilot, and a devout Catholic. Billy is the chaplain for Husky Squadron, but he also climbs into the cockpit to fight the enemy. As a result, he has been given the callsign "Bishop" by his comrades. A very competent soldier who is not to be messed with

Tom Janson

Age: 18

Species: Red Fox

Fur Color: Red, White, and Black

Eyes: Brown

Height: 6 ft.

Weight: 147 lbs.

Rank: 1st Lieutenant

Birthplace: Katina City

Very exceptional pilot of the CDF, served with Husky Squadron during the battle over Katina during the Lylat War.

Damocles Industires

Mike Wilson 

Age: 35

Sex: Male

Species: White Tiger

Fur Color: Gray/white with black Stripes

Eyes: Gray

Height: 6 ft.

Weight: 145 lbs

Position within company: CEO, 4-Star General of Damocles Security Force

Birthplace: Goldrush City, Macbeth

Mike Wilson founded Damocles industries to make weapons systems and vehicles for the CDF. When Macbeth was attacked by the Venomians during the Lylat War, the 2 regiments of the Damocles Security Force fought back. They were outnumbered by the Imperials, and their corporate assistant, the Oberon Corporation. So the DSF gave information on an Imperial train yard to the CDF, which resulted in the yard's destruction and the defeat of the Imperials. Damocles currently protects Macbeth with their security force, which is now 3 regiments of groundcraft, 400 fighters, and 20 warships. Rumor has it Damocles is now working on a new weapons platform, but Wilson isn't telling much about it. He holds a General rank in the DSF, which he commands excellently.

Allen Jones

Age: 22

Sex: Male

Species: Gray Fox

Fur Color: Gray

Eyes: Green

Height: 5' 10"

Weight: 137 lbs.

Position within company: Chief of R&D

Birthplace: Corneria City.

The chief R&D engineer for Damocles, Allen is a slightly timid fox. He doesn't like combat much, but has been known to fight under duress. He has been working on many secret projects for the CDF and the company…but he hasn't revealed much about them.

Mikhail Knight

Age: 22

Sex: Male

Species: Wolf

Fur Color: Gray and black

Eyes: Blue

Height: 6 ft.

Weight: 145 lbs

Position within company: 3-Star General in the DSF

Birthplace: Katina City

The General of the DSF Ground Forces. Used to serve in the Cornerian Tank Corps until he quit because there weren't enough tanks in the CDF.

Miles Locke

Age: 24

Sex: Male

Species: Arctic Fox

Fur Color: White and Gray

Eyes: Green

Height: 5 ft. 10 in.

Weight: 140 lbs.

Position within company: 3-Star General in DSF

Birthplace: Vice City

The Commander of the DSF Air Force.

Kevin Smith

Age: 25

Sex: Male

Species: Panda

Fur Color: Black and White

Eyes: Green

Height: 6 ft. 2"

Weight: 195 lbs.

Position Within Company: Security Chief and 4-Star Admiral of DSF space fleet.

Birthplace: Goldrush City, Macbeth

Admiral of the Damocles Security Force. Commander of the Bayonet-class cruiser _Prometheus_. Joined the company following the Lylat War.

Bob Jackson

Age: 27

Sex: Male

Species: English Sheepdog

Fur Color: White, including a white beard

Eyes: Brown

Height: 5 ft. 11 in.

Weight: 170 lbs.

Position within company: Salvage Commander and Captain of the _Thames_, a self-class named salvage cruiser. Holds Captain rank within the CDF

Birthplace: Corneria City

Contracted by the DSF to salvage wrecked ships. Captain Jackson is a capable commander who sometimes uses his cruiser's weapons to easily fight off and pursue space pirates. A very capable commanding officer. He has since gotten a commission within the DSF

Cornerian Commanders

(NOTES: I assume General Pepper to be a 4-Star General)

Jason Gestahl 

Age: 37

Sex: Male

Species: Golden Retriever

Fur Color: (this is obvious)

Eyes: Green

Height: 6 ft. 3 in.

Weight: 140 lbs.

Rank: Vice Admiral

Birthplace: Corneria City

Second in Command of the Cornerian Naval Fleet. Commander of the _Defender_-class cruiser _Galaxian_. Carries a distrust and dislike of mercenaries for unknown reasons.

Ron Magnusson

Age: 37

Sex: Male

Species: Gyrfalcon

Feather Color: Gray white, and brown (wingtips)

Eyes: Yellow

Height: 6 ft. 2 in.

Weight: 138 lbs.

Rank. Lieutenant General

Birthplace: Katina City, Katina

The 4th member of the original Starfox team. After the team was devestated by Pigma's betrayal almost 4 years ago, Ron tried to hunt down Pigma on his own. He ran up against StarWolf, and almost died. He did kill the original commander of the unit, however, in the process. So he returned to the CDF, and rose to the rank of Lieutenant General of the Air Force. He and Vice Admiral Gestahl have some animosity between them as a result of Magnusson's mercenary background.

Ken Collins

Age: 37

Sex: Male

Species: Arctic Fox

Fur Color: White, tinged with gray

Eyes: Blue

Height: 6 ft.

Weight: 142 lbs.

Rank: 4-Star Admiral

Birthplace: Corneria City

Supreme Naval commander of the CDF. Commands the _Leviathan_ class battleship _Guardian_. Owes a debt to Ed Wallace and BlackWolf because they saved his life during the Imperial resurgence three months ago during the Battle of Corneria.

Kathryn Snipes

Age: 27

Sex: Female

Species: Raven

Feather Color: Black

Eyes: Green

Height: 5 ft. 9 in.

Weight: 98 lbs.

Rank: Commodore

Birthplace: Vice City

Commodore Kathryn Snipes is the 3rd in line for supreme naval command of the Cornerian Navy. She commands the _Leviathan _class battleship _Thunderbird_, and is an accomplished naval officer, responsible for 7 kills during the battle at Corneria three months prior.

Daniel Hunter

Age: 18

Sex: Male

Species: Tabby

Fur Color: Orange and White

Eyes: Hazel

Height: 5 ft. 10 in.

Weight: 136 lbs.

Rank: Captain

Birthplace: Corneria City

Captain Hunter has come into command recently. He served as a TO aboard the _Zeus_ class frigate _Tempest_, until his CO was KIA during the battle at Corneria 3 months ago. He took command and managed to save the ship. As a result, Daniel was promoted to Captain and given command of the _Tempest_. He is a very relaxed naval captain, and is always willing to assist. Currently, he also commands Tempest Group, which consists of the _Zeus _class frigates _Tempest, Ramuh, _and _Bahamut_. Some view him as young and inexperienced, but he likes to point out the careers of Fox McCloud and Ed Wallace whenever one does so.

Sean Forrest

Age: 26

Sex: Male

Species: Coyote

Fur Color: Normal

Eyes: Brown

Height: 6 ft.

Weight: 140 lbs.

Rank: Captain

Birthplace: Miramar City

Captain Sean Forrest, formerly of the _Fenris _class cruiser _Intomidable_. He lost his ship 3 months ago at Corneria, but managed to survive. He has been given a new assignment, but nobody is sure what it is.

Rouge Farrell

Age: 24

Sex: Female

Species: Gryfalcon

Feather Color: Normal

Eyes: Red

Height: 5 ft. 7 in.

Weight: 95 lbs.

Rank: Captain

Birthplace: Prestone City

Captain Farrell is in command of one of Corneria's Frontier Defense Squadrons. She was tasked with protecting Fortuna, and despite losing control of the planet to Imperial assaults, she has somehow managed to regain it each time…with assistance.

Daniel Carrington

Age: 39

Sex: Male

Species: Timber Wolf

Fur Color: Normal, with a few white streaks in his hair

Height: 6 ft. 4

Weight: 150 lbs.

Rank: 3-Star General

Birthplace: Twycross City, Britannia Isle, Corneria.

General Carrington originally was a Vice City police officer. He held a record number of arrests, and was responsible for breaking up numerous Mafia rings. He joined the military at age 27. There he proved himself as a cunning tactician, and an expert in covert ops. At the age of 30, the CDF Joint-Chiefs tasked Carrington, then a Major, to create Shadow Wing. They promoted him to a Lieutenant General to make it more official. In doing so, Carrington became the youngest soldier in the CDF to achieve the rank. In the 9 years since its inception, Shadow Wing has been one of the most successful covert ops groups the CDF has ever had. Carrington led the Alpha Company for some time, but now he mostly has been forced into a desk job, keeping track of funding and equipment. Whenever the need arises, however, Carrington has been known to take to the skies and fight the enemy, since he doesn't want to quit being a soldier. Currently operating from a secret location known only to the DSF.

Cornerian Royal Family

Victor Davidson 

Age: 40

Sex: Male

Species: Lion

Fur Color: tan/yellow, with streaks of gray in his mane.

Eyes: Gray

Height: 6 ft.

Weight: 140 lbs.

Rank: Holds 4-Star General Rank during times of war

Birthplace: Corneria City

A former Cornerian General, now prince of the planet. He is a brilliant strategist, and can still fight if he has to. He enlisted his son Dante in the military to forge better royalty/military relations.

Dante Davidson (see above bio)

Isis Rosenbaum Davidson

Age: 35

Sex: Female

Species: Lynx

Fur Color: Gray and black

Eyes: Green

Height: 5 ft. 10 inches

Weight: 115 lbs.

Rank: Civilain

Birthplace: Katina City

Victor's wife, who he met when he was still in the military. She isn't a soldier, but some believe that she might fight if she had to.

Rainier Davidson

Age: 36

Sex: Male

Species: Lion

Fur Color: (normal)

Eyes: Blue

Height: 6 ft.

Weight: 140 lbs.

Rank: Lieutenant General

Victor's younger brother…who still serves in the Cornerian Army. As such, he voluntarily delegated heirmanship to Dante. Rainier commands the 14th Cornerian Air Defense Wing, sometimes referred to as the Alpha Defenders.

THE BAD

Venomian Generals

Josef Sephiroth Caine 

Age: 30

Sex: Male

Species: Panther

Fur Color: Black

Eyes: Red

Height: 6 ft. 4

Weight: 142 lbs.

Rank: Emperor-General

A panther with ambitions of controlling the entire Lylat System. His plans to use Kyle Kerrigan were thwarted, and now he seeks revenge. His accomplice is General Stienburg…and they may be more than just comrades.

Katlin Stienburg

Age: 28

Sex: Female

Species: Harpy Eagle

Feather Color: Black and White

Eyes: Red

Height: 5 ft. 11

Weight: 117 lbs.

Rank: Empress-General

Josef's Accomplice in the war on Lylat. She is fanatically devoted to Caine …in more ways than one. She is a remorseless and cold-blooded killer

Fred Caiman

Age: 27

Sex: Male

Species: Aligator

Scale Color: Green

Eyes: Yellow

Height: 6 ft.

Weight: 140 lbs.

Rank: Hauptmann General

After taking over command of Area 6 at the end of the Lylat War, Caiman managed not to screw up as badly as his predecessor. As such, Caine and Steindburg promoted him to his current rank. He will be given control of Zoness and Aquas once they are conquered.

Miles Bison

Age: 24

Sex: Male

Species: Bison

Fur Color: Brown

Eyes: Brown

Height: 6 ft. 4 in.

Weight: 165 lbs.

Rank: Kommandant General

A ground forces commander of the Imperial Army. He has been granted control of Macbeth once it is taken over by the Imperials.

Lyle DiMassi

Age: 25

Sex: Male

Species: Raven

Feather color: Black

Eyes: Yellow-Green

Height: 6 ft.

Weight: 140 lbs.

Rank: Kommandant General

Venomian Air Force Commander.

Jackson Blaire

Age: 26

Sex: Male

Species: Tiger

Fur Color: Orange with dark gray stripes

Eyes: Brown

Height: 5 ft. 10 in.

Weight: 135 lbs.

Rank: Admiral

Supreme Admiral of the Venomian Imperial Navy.

Kyle Stevenson

Age: 22

Sex: Male

Species: Peregrine Falcon

Feather Color: Gray and white and black

Eyes: Gray

Height: 5' 6"

Weight: 130 lbs.

Rank: Commodore

Venomian Naval Officer and accomplished Pilot

The Shades of Gray

Vic's Vipers

A small merc unit that is currently in the employ of the Imperials, but some believe the squadron doesn't believe in the Imperial's goals, they're just in it for the money and the free equipment.

Vic "Viper" Mackenzie 

Age: 20

Sex: Male

Species: Iguana

Scale Color: green and yellow-green

Eyes: Green-yellow

Height: 6 ft. 3 in.

Weight: 150 lbs.

Rank: Colonel

Birthplace: Titania

Many people ask Viper about his nickname. To which he replies "It's a tenacity and lethality thing" This is true of his nature, he is a tenacious pilot and crack shot with numerous weapons.

Jake "Horus" McGovern

Age: 18

Sex: Male

Species: Golden Eagle

Feather Color: Tan and black

Eyes: Yellow

Height: 5 ft. 10

Weight: 145 lbs.

Rank: Commander

Birthplace: Corneria City

The pilot most outspoken against working for the Imperials, Horus doesn't enjoy the team's posting. He is a very good pilot, almost capable of going head to head with Fox McCloud.

Tamara "Louvre" Duke

Age: 20

Sex: Female

Species: Wolf

Fur Color: Gray

Eyes: Green

Height: 5 ft 8 in.

Weight: 114 lbs.

Rank: Major

Birthplace: Katina City

Rumored to be Viper's lover, this pilot has had to stand up for herself in numerous combat trials. She hasn't confirmed nor denied her relationship to Viper, however. A good pilot, very cold and calculating assassin as well.

Trish "Wolfhound" MacDougal

Age: 18

Sex: Female

Species: Sarliss Wolfhound

Fur Color: Gray and black

Eyes: Blue

Height: 5 ft. 9 in.

Weight: 110 lbs.

Rank: Commander

Birthplace: Miramar City

Another one of the "Vipers" who is outspoken against the contract with the IAV, Trish is a relatively new member to the team. Knows Ed and Mark.

Steven "Anubis" Johnson

Age: 21

Sex: Male

Species: Jackal

Fur Color: Black

Eyes: Gray

Height: 5 ft. 11 in.

Weight: 140 lbs.

Rank: Commander

Birthplace: Edena City (now Andross City), Venom

Rumored to be an Imperial liason with the "Vipers". Not much is known about him


	2. Prologue: Day of Infamy

Well…now that that extremely long-winded intro is finished…on to the **dedication.**

This fanfic is dedicated to the approximately 3000 lives lost in the attacks on Sept. 11, 2001 (I know it's late by two years, but pipe down). This fanfic is also dedicated to the men and women of the US Armed Forces who have given their lives fighting the war on terrorism. 

And finally…the **prologue!**

Prologue

_

"Red over white, 
It's one last fatal scene, 
brought on by someone unseen, 
moving on their own"
_The Offspring, "Conspiracy of One"
Damocles Tower, Corneria City, Corneria, September 22, 2550, 0900 hours 

Captain Gavin Howard of the Damocles Security Force walked into the massive Damocles Tower, located on the east coast of Corneria City. The tower was the tallest building in the city, a whopping 80 stories high. The building was built by Damocles Industries as a place where businesses could set up shop. Coincidentally, Arspace Dynamics, the main competitor of Damocles, had offices in this building. The rivalry between the two companies was more like a friendly one, instead of like the corporate wars on Macbeth.

__

Good thing too, the leopard thought as he got into the elevator, _Our Security Force is tough, but I wouldn't want to take on Arspace and Oberon at the same time_.

The Oberon Corporation were the corporate rivals of DI on Macbeth. The Corporation backed the Imperials, and had almost destroyed Damocles during the Lylat War. Only Starfox had managed to save the company from being annihilated.

5 minutes later, the elevator stopped at the 70th floor, and Gavin got out. He was now in the main offices that Damocles had on Corneria. He took his post at the metal detectors, and settled down _Another monotonous day_. He thought. 

A few minutes later a bald eagle walked up to the metal detectors, placed a duffel bag on the conveyor belt, and walked off.

"Hey…" Gavin started "What's in the bag?"

"Computer parts." The eagle replied as he got in the elevator.

Gavin looked at the x-ray image, sure enough, the eagle was telling the truth. There were numerous computer parts in the bag, specifically RAM chips and a few motherboards. Gavin handed the duffel to an IS tech. "Here, store these somewhere after you take inventory." He said

"Sure thing." The tech replied as he walked off.

Gavin returned to his slouching position at the security console, and almost fell asleep, bored by his job. 15 minutes later he was shaken awake by the same tech. "Sir…you'd better come quickly"

Gavin followed the nervous tech to the inventory room for all the computer parts. The contents of the bag were on a table. The tech picked up an odd-looking box that was emitting a low beeping noise and had a blinking red light on it. "I have no idea what this is" the tech asked, "What do you think?"

Gavin looked at the box…and he suddenly made the connection. "Get everybody out…now!" he shouted as he rushed to throw the box out the window.

"Why…?" the tech asked 

"There's no time to explain! Just evacuate the building!" Gavin said, but he almost knew it would be too late.

As people started beginning to leave, disaster struck

An Imperial Missile boat had stealthily crept its way to Corneria, and then, aided with beacons on the ground, fired two Apocalypse cruise missiles at two targets on Corneria. The first target, Damocles Tower. The missile had an altered trajectory due to Gavin's last act, but the missile still hit the 71st floor. The blast immolated much of the 69th and 72nd floors as well. As for floor 70, the offices were almost completely destroyed. Gavin never felt the blast that killed him, along with 20 fellow workers. All in all, the blast killed almost 150 people, but the worst was not over. The second missile hit the sensor grid control at The CDF military base, knocking out all long range sensors. 100 soldiers died in the blast, and the worst was still yet to come. Over 3000 people were still inside Damocles Tower, and some were trapped above the blast zone. Worse, structural integrity had been severely compromised by the missile.

As soon as the CDF commanders could ascertain what had occurred, General Pepper dispatched crisis teams to Damocles Tower to try and help people get out of the building. The General Pepper decided to do something further

"Recall Starfox, BlackWolf, and the Shadow Wing Beta Company." Pepper said "Their vacation is over."

The crisis teams were doing an okay job handling the evacuation of Damocles Tower, but they just didn't have enough time. Only 1 hour after the attack, the building began to show signs of collapsing. 30 minutes later, the building couldn't bear the stress, and it fell to the ground. About 1500 people were still trapped inside when that happened. The collapse released a pall of thick gray smoke that hung over the city like a death shroud.

Prince Victor Davidson was devastated by the news of the attack. He called an emergency meeting of all the CDF commanding officers inside the War Room at the Cornerian Palace.

"Okay, what do we know?" the Prince asked

"At 0900" Admiral Ken Collins said "An Imperial missile boat, using a stealth device, managed to slip through our defenses. Then it fired two Cruise Missiles aimed with help from ground based beacons"

"What happened to the ship" the Prince asked

"I engaged it and destroyed it" Vice Admiral Jason Gestahl answered proudly.

"Not a wise decision," Lieutenant General Ron Magnusson said "You should've captured it so we could've found out what the Imperials are up to."

"I don't see your forces doing anything, ex-merc!" Gestahl shot back

"Quiet!" Victor shouted, "… how bad were the attacks?"

"at least 1800 dead from the attacks, and over 400 wounded." General Pepper replied "With all due respect sir, if the tower was the only thing hit, I'd think it was a terrorist act, but the sensor grid control? That seems like a precursor attack to an invasion."

"What actions are being taken now?" the Prince asked

"Well, I've recalled Shadow Wing's Beta Company, Starfox, and BlackWolf from their leave on Zoness. They will most likely arrive within 12 hours. I've also sent a message to Mike Wilson on Macbeth apprising him of the tragic incident." General Pepper somberly replied.

"What about Shadow Wing's Alpha Company?" Admiral Collins asked

"I contacted them, but they did not respond for some reason." The General said "I don't know why"

"Well," Prince Victor said "continue with relief efforts, and wait for the three squadrons to come home." The prince rose and left the War Room.


	3. The Calm Before the Storm

Shattered Lylat: The Fragmentation War

Disclaimer: I only own the _Black Knight_, the Black Wolf Squadron, Shadow Wing, Damocles Industries and all employees therof, Prince Victor Davidson, Lt. General Magnusson, Admiral Ken Collins, Vice Admiral Gestahl, Generals Caine and Stienburg, The _Phantron_, the Death Prism, and the _Intimidator _class battlecruiser. All other things pertaining to Starfox and the Starfox universe copyright Nintendo…a great company that doesn't want to sue me…unlike that stupid RIAA (think they're the FBI, lousy punks). Refer to any other disclaimers from my other SF fanfics for more detail. Also, I own all those characters from the profiles in the previous installment (the prologue thing)

****

Chapter 1

"We are now at Defcon 2"- Lt. Eva, _Command And Conquer: Red Alert 2: Yuri's Revenge_

[Captain's log, September 22, 2550. Captain Ed Wallace of Black Wolf Squadron. "It has been 2 hours since we received news of the attack on Corneria, and we are only now reaching the planet. I can't believe that anybody would do something so callous as destroy a civilian structure…unless the one behind the attack was Wolf O'Donnell. If he did this…I won't stop until he is found and killed. Maybe I can put my promotion to use in getting permission to hunt down that one-eyed bastard"]

Black Knight, Cornerian Orbit, Sept. 22, 2550, 1100 hours 

Ed stood on the bridge, fists clenched, as he looked at the footage of Damocles Tower collapsing. Next to him, Mark Rendar, Damien Norris, and Karl Riker also watched with mouths agape at the destruction. Ed figured the reactions were the same aboard the _Phantron _and the _Great Fox_

"How many made it out?" Ed asked General Pepper through clenched teeth.

"Well…" Pepper faltered for a second

"How…many…General?" Ed asked again

"Only about 2000 survivors of the attacks, about 1500 of them from the tower," the General said, looking visibly saddened by the incident.

"Why?" Ed asked

"We have only one theory besides unbridled terrorism" the General responded "The Imperials are pissed about the Death Prism, and they're coming to destroy us all."

"Then we'd better prepare for an invasion." Ed said, "If the Imperials are coming, it will be in full force."

"Admiral Collins is already marshalling the fleet to defend the planet. Lt. General Magnusson is working on reestablishing long range sensors. We should have them back online within 12 hours. Hopefully, we should be able to stop the Imperials, since we know that they're coming." Pepper replied

ROB-2 suddenly spoke up "I am picking up numerous hyperspace signatures, at least 12, off our starboard side."

"Identification?" Ed asked

"Unknown" ROB-2 answered "Going to yellow alert, bringing shields online."

Ed looked out and saw 12 starships emerge from hyperspace. The ships were visibly scorched and pockmarked with blast craters, but Ed could see they were painted in the blue and white colors of the Damocles Security Force.

"We are being hailed." ROB-2 said

"Onscreen" Ed automatically ordered.

The image quality kept fading, probably due to damage. A white tiger appeared on screen.

"This is Mike Wilson, CEO of Damocles Industries. Macbeth has fallen to the Imperials, and they are coming here!"

"Mike, how could that happen? The Imperial fleet was devastated 3 months ago!" Ed responded

"Ed Wallace? That you?"

"Yeah…it is…so what happened?" Ed asked.

"Well, the Imperials must've had one hell of a reserve fleet, because 5 fleets of starships came out of hyperspace and started firing on our ships. We lost 8 of our cruisers before we were forced to retreat. We lost about 50% of our ground forces, and 25% of our fighter assets. The attack came from nowhere, we were lucky to survive. Most of the ships we have left took heavy damage, but they can still fight."

"Well, report to Admiral Collins, he could use the ships for the defense fleet. If the Imperials have 5+ fleets of starships, then we could be in real trouble. What damage did you inflict on the Imperials?" General Pepper suddenly cut in.

"We destroyed one fleet and badly damaged another."

"Good, then they may have to repair before moving. We may have about a day before they arrive." Fox said.

"I suggest that you all come down to the surface and attend our defense briefing." General Pepper said "We can use the input."

"Very well." Ed said "I'll be there in 5 minutes." The comms went blank.

***

CDF Military Base Alpha, War Room, 5 minutes later 

"I'm telling you it's almost not feasible!" Admiral Collins shouted "There is no way that 4 fleets of our starships can defeat 5 fleets of theirs, even if we have the _Black Knight_! Most of the crews are just untrained. And besides, if the Imperials want to wipe us out, they'll bring everything they've got, and then we're really screwed!"

"We don't have to win in space" Jason Kage said "We must win the fight on the ground, and in the sky."

"Why in the hell would they bother with a ground invasion?" Vice Admiral Gestahl shot back "I though they want us dead!"

"They want Corneria." Dave Cheng spoke up

Everybody looked at the lizard.

"General Caine is obsessed with succeeding where Andross failed" Dave continued "He will want to conquer Corneria, then hunt us down. That is why they will attempt a ground invasion."

"He's right…" Ed said "They want to take the planet first, to destroy morale. We should prepare for a ground defense. What's the Tank Corps status?"

"Limited." General Pepper said "We had a buildup after the Lylat War, so we have about 3 tank regiments, and 1 regiment of artillery, which is interspersed into the three tank regiments. I doubt that will be enough to stop them, even if we include the 1 remaining tank regiment from the DSF."

"So we go to air power." Fox McCloud spoke up. "The Arwings, especially with their upgrades, outclass the Wolfen II fighter, which we know only is used by Star Wolf. The rest of the Imperial Air Force relies on numbers, but we can easily match that, or equalize with nova bombs."

"That's our only advantage." Lt. General Magnusson said "We sweep their fighters from the skies, then bomb the shit out of their ground forces."

"I agree!" Mark Rendar said as he thumped his chest "We have to use our air power to win this fight, along with some good 'ol brute force assaults on their carriers!"

Everybody assembled seemed to agree with that idea. The consensus was that destruction of the enemy air units would hamper their ground assaults. Then Ed got up and got everyone's attention

"Whatever happens, no matter the cost, no matter the odds…we must not let Corneria fall. We owe it to the people who died in those attacks." Ed said. 

Everybody nodded silently at Ed's apt statement.

"Let's get ready." General Pepper said. "We have 1 day to prepare for defense. We should also have all citizens evacuate the cities and head to the underground habitats. We may have to fight for quite a while. Have the crisis teams manage the evacuations. I want everybody evacuated within 18 hours."

Everybody was dismissed and left to prepare for one of the hardest battles they would ever face.

***

ISS Andross, Macbeth, same time 

General Josef Sephiroth Caine sat at his command chair on the bridge of the _Halberd_ class warship _Andross_, the flagship of the Imperial Fleet. Caine was watching as the remains of the 4th Imperial Invader Fleet were being repaired. Next to the destroyed 5th Imperial Invader Fleet, the 4th had sustained the most damage at the hands of the DSF. Caine had to give the DSF credit; though outnumbered, they had inflicted enough damage to stall his invasion by 24 hours.

__

Well, hopefully the CDF will be too busy coping with that little attack we staged with some inside help, the panther thought. 

Then his comm beeped, Caine checked the sender id. _Speak of the devil,_ he thought as he answered the comm. "Have you completed your mission?"

"Yes, Emperor" came the low voice

"Good, are they in disarry?"

"Not as much as hoped, they are attempting to form a defense…but I doubt it will work. They only have 5 fleets to your 8." Was the response

"That is very good news, you have done well…Storm Eagle. What about the second company?"

"They are very loyal to Corneria, but I think we can swing a few…we are working on it now, Storm Eagle out."

As soon as the transmission was cut, Caine turned to General Katlin Steinburg. "Phase 1 is complete, phase 2 now begins. It seems that buying out Shadow Wing's Alpha Company was worth the price."

"Indeed it was Josef." The female harpy eagle responded. "What about the Beta Company?"

"Storm Eagle said he may only be able to swing a few of the pilots, but that might yet be enough."

"We will know soon…only time will tell." Catilin responded

***

__

Corneria, 10 hours later

The evacuation of the cites only took 10 hours, as many people were willing to leave, lest they meet the same fate as the ones who died in the terror attacks. To keep things secret, only the citizens actually knew where the underground cities were located. Ed had helped with the evacuation of Miramar City, his hometown, which was located just north of Corneria City. Presently, Ed was standing on the roof of the house he grew up in. It was a pretty big house, as his ancestors on his father's side had been nobility at one point, and had a considerable amount of money. Solar was just setting over the western horizon when Katya Williams got up onto the roof with Ed.

"What's on your mind?" Katya asked

"Well, I can't help but feel that if we had been here earlier today, the terror attacks never would've occurred." Ed said.

"That isn't true…" Katya said "Nobody would've seen this coming. And I think you know that…what's really on your mind?"

"The truth is…" Ed said slowly "I don't think we can save Corneria. I know what I said earlier, but I feel like we're just delaying the inevitable."

"Well, we will lose Corneria if you think that!" Katya suddenly said "Do you think anybody else feels like this?"

"Yes!" Ed responded "When I told Fox this earlier, he had agreed with me. In fact, he's so worried that we may all die in the battle tomorrow, that he went to spend the night with Fara, cause he's not sure if he'll get another chance to! See!? Nothing is for certain. We may be able to beat back the Imperials on the ground, but what about in space? They outnumber us, plain and simple. If we can't hold onto Corneria, I at least want to take as many of them out as possible, including the ones responsible for what happened this morning. Then again, we may just all end up dead…I can't tell."

"Ed…you can't mope like this. How will you be able to fight if you have no faith in victory?" Katya asked

"I have faith…I just don't know when we will win. Somehow I believe that this will be the worst war Lylat has ever seen." Ed responded

"I wouldn't be surprised…" Katya said. Then she frowned. "It just seems so wrong. We beat them three months ago, only to have them come back. Why is that?" Katya was starting to sound upset, which Ed had never seen her be before.

"Katya" Ed said as he embraced her "I have no idea why the Imperials refuse to give in…but I know this, they will never fully succeed as long as long as I am here to stop them. And not just me; you, Shadow Wing, Starfox, my squadron, all of us. We can stop the Imperials…I just hope we're ready to pay whatever price this war will have."

Ed had no idea that he and Katya stood there in a warm embrace as the night slowly fell on Corneria. "Ed," Katya said after a while "Don't die tomorrow."

"Katya, I don't plan to if you don't plan to." Ed said.


	4. Outnumbered

Shattered Lylat: The Fragmentation War

Discainer #2 (and so it begins): I own the _Halberd _class starship. Everything else that I didn't say I owned in previous or future disclaimers, is copyrighted Nintendo.

Chapter 2

Castle: "If I didn't know better, Commander, I'd say you were enjoying this."

Specter: Are you kidding? Fighting outnumbered against the Clan? I was born for this!"

__

Mechwarrior 4: Mercenaries

Ed's house, Miramar City, Corneria, Sept. 23, 2550, 1000 hours 

Mark Rendar landed his Arwing near Ed's house and knocked on the front door. "Ed, are you in there?"

After about 30 seconds Ed answered the door. Mark could se that Ed had dressed in a hurry, his flight jacket was unzipped and he hadn't even donned his flak jacket. "Yeah, what is it?" Ed asked

"We gotta get up in the air" Mark answered "Captain Farrell just came from Fortuna because the Imperials showed up there. Estimates say that the Imperials will be here in 1 hour."

"Ok, hang on a sec." Ed said "Katya!" Ed shouted up the stairs, "We gotta go!"

"Wait…she's here too?" Mark asked

"Since last night…yeah." Ed replied.

"Right…" Mark said.

Katya eventually came down 2 minutes later. By now Ed had arranged himself a little better, and had his flak jacket on.

"Um…" Mark said "If you two are ready, we can leave."

Without saying anything Ed and Katya got in their Arwings and took off, Mark following them close behind.

Ed donned his shades as his Arwing reached 30000 feet. He noticed that there was another set of Arwings coming up from Corneria City. The IFF tags marked them as belonging to Falco, Fox, and Fara. _Guess they heard the news too_, Ed thought.

The 6 Arwings met up on their trip towards the Cornerian Defense Fleet situated 50,000 kilometers from Corneria's upper atmosphere, the minimum safe distance for usage of the FTL drive (NOTE: hyperdrive = FTL drive). All 6 fighters docked on the _Guardian_, Admiral Collins's command ship and the flagship for the defense fleet. 

Ed walked into the ready room of the _Guardian_, and saw General Pepper, Admiral Collins, Prince Davidson, Captain Farrell, who had just come from Fortuna, Jason Kage, Dante Davidson, the Starfox squadron, Mike Wilson, and two DSF officers Ed didn't know. One was a heavyset panda with the rank of Admiral, and the other was a wolf with the rank of General.

"Ed, I'd like you to meet Admiral Kevin Smith and General Mikhail Knight." Mike Wilson said to Ed as he gestured to the panda and the wolf, respecitvely. "Gentlemen, this is Captain Ed Wallace, leader of the mercenary squadron BlackWolf."

"So you're the leader of one of the groups that rescued our CEO from the Imperials" Mikhail said as he shook Ed's hand. "It's a pleasure to meet you. From what Mike and Allen told us, you're quite the capable soldier."

"Well, some of us our just born lucky and good." Ed said in reply. "Looks like I'm gonna need that luck for this."

Eventually everybody settled down and Admiral Collins tapped a few controls on the holoprojector. A view of the planet Corneria appeared, along with images representing the 5 fleets of Cornerian Warships. 

"Okay, the news is not good." The Admiral said "From what Captain Farrell told us. The Imperial Fleet was at least 8 fleets big. They mean to completely wipe us out. So we set up so our guns are facing the jump point from Fortuna." The admiral said as he manipulated the fleet icons. "As soon as the Imperials arrive, I want the _Black Knight _to fire its omni cannons on plasma load at the heaviest warships and carriers the Imperials have. This may disorient them a bit."

"Hold on a second!" Ed said "To get into plasma range, the _Black Knight _would have to move at least half the distance to the Imperials from where you have the defense fleet. The _Black Knight _will become an instant target. I cannot allow that. Nor can I allow you to send any ships as escorts, as they will become easy targets too."

"Then allow me to up the ante." General Pepper cut in as he reached for his communicator. "Captain Martinez, bring out the _Hood_."

Everybody looked out the window as the familiar shape of an _Mjolnir _class battlecruiser came into view. It was like the _Black Knight _in every way…except it was painted Gray and Green, the colors of the CDF, rather than the black color of the BlackWolf command ship.

"You built another?" Ed asked, disbelieved

"Yes," General Pepper said "We spent the last three months building another _Mjolinir _using the _Black Knight _datafiles as a reference. The result is the pride of the Cornerian Naval Fleet, the _CDS_ _Hood._ The _Hood _will go with the _Black Knight_, doubling the firepower we can unload in the surprise attack. And then both ships can cover one another on their retreat path back to the rest of the fleet."

"That makes more sense." Mark said. "But send some ships to a position between the _Mjolnirs _and the defense fleet, so that the ships are covered even more."

"I'll gladly send my fleet out there." Admiral Smith said. "Our _Bayonet_ cruisers are equipped with powerful laser cannons that can hit at an impressive range. They'll be perfect for cover fire."

"Very well," Collins said "The DSF warships will cover the _Mjolnirs _as they attack. After they return to the fleet, all warships will prioritize and pick targets. Try to concentrate fire on their carriers and battleships. As for any dropships that are launched, BlackWolf, Starfox, Shadow Wing Beta Company, Captain Phoenix's 43rd CDF Fighter Squadron, and Rainier Davidson's 14th Air Defense Wing will engage as many dropships as possible en route, and then will carry out strikes against enemy ground forces, while coordinating with our 4 tank regiments, and the Paladin artillery battalion.

"Are you sure that 5 squadrons will be enough to stop any ground forces?" General Pepper asked

"We need the other squadrons up in space defending the capital ships." The admiral answered, "But we can afford 5 more squadrons to send down if things get bad."

Captain Rouge Farrell spoke "I'll gladly contribute my forces to ground defense. It's where we can best be used. Even though we took 50% losses on Fortuna, we can still be of use."

"Ok, that makes 5 and a half reserve squadrons to donate to ground defense." Admiral Collins replied. "Are there any questions?"

Everybody had the same thought on their minds _What if we have to leave Corneria? _But nobody was willing to ask it.

"All right, get to your posts, and prepare for battle. The Imperials will be here in about 15 minutes."

***

15 minutes later 

The _Black Knight _and the _Hood _moved into position as the first hyperspace exit contacts were detected at the Imperial's Jump Point. ROB-2 relayed targeting data to Ed, who was holding position at the DSF firing line, so that Ed could determine which targets ROB-2 should use the omni-cannons on.

"Looks like we have two _Grazan-II_ carriers jumping out…they're flanking some kind of battleship I haven't seen before." Ed said

Dave Cheng then cut in on the comm "I have; those are _Halberd _class battleships. These are the Imperials newest warships, and the most powerful."

"ROB-2, you have your target." Ed said "Fire on the _Halberds_ and the _Grazan IIs_. Then switch to any _Intimidators _and _Aggressors_."

"Affirmative" came the robot pilot's reply. "Relaying data to Captain Martinez on the _Hood_. Preparing to fire."

The omni cannons on both _Mjolnir _cruisers opened fire, sending 4 bolts of plasma at the Imperial Fleet.

__

So it begins, Ed thought to himself.

***

ISS Andross, two seconds later 

"Full shields!" roared Josef Caine.

The call came almost too late. The plasma bolt exploded to the left of the _Andross_, punching through the shields and causing minor damage to the starboard side. The _Grazan II_ carrier _Winchester_ wasn't so lucky. They hadn't raised shields in time, and the plasma ripped through the twin hull like a tin can, tearing the ship in half. Three more plasma bolts detonated, destroying two _Aggressors_, a _Saruizin II_, three _Zeram IIs_, 4 _Harlock IIs, _and one _Intimadator_. The shots also damaged the _Andross_ and its sister ship, the _Bismarck_. 

"Damage report!" Caine said

The Tactical Officer ran through the list of destroyed ships, then evaluated the damage on the _Andross_. "We've taken damage to our starboard cannons, and half our missiles our gone."

"Sir," the communications officer reported, "The _Bismarck _is reporting that their Halberd Laser Cannon is damaged, and may not function properly. The also say their shields are down to 75%."

"Damn! Where did those shots come from!"

"Sensors indicate two _Mjolnir _class cruisers. One of them is identified as the _Black Knight_, but the other is broadcasting a CDF radar signature" Reported the TO.

"Contact the _Bismarck_" Caine said. A second later the image of Captain Mehta of the _Bismarck _appeared on the vidcom.

"Captain Mehta, target those two _Mjolnirs _and take them out. We will also assist, as will the _Zeram-II _Draconis group, and the _Intimidator _cruisers _Yar _and _Rassak _"

"Affirmative, my lord." Captain Mehta said. The comm then switched over to the commander of Draconis group

"Cover the _Andross_ and the _Bismarck _while we assault the _Mjolnirs_." Caine ordered.

"Aye, sir"

***

"Enemy warships converging on our position, falling back to main group." Captain Martinez reported as the _Hood _and the _Black Knight_ put their engines into full reverse. "ETA to DSF firing line, 1 minute."

As the two cruisers reversed, they opened fire with their omni-cannons on gauss load. The shots were aimed at two _Aggressor_ class carriers. Two slugs punched through on _Aggressor's _shields and blasted through the bridge, killing the entire command staff, and then the carrier split in half two seconds later. The other two slugs hit the second carrier, tearing off its hangar module, and destroying one missile launcher. Only a few fighters launched from the module before it exploded.

The lead _Halberd _opened fire with its naval heavy laser cannon mounted in the nose. The beam hit the forward shields of the _Black Knight_, dissipating against the energy barrier.

"Forward shields at 75%" ROB-2 reported as he fired a gauss slug at the attacking warship. The glimmering slug was deflected by the _Halberd's _shields, but it did cause the shields on the enemy cruiser to fluctuate. By now the _Mjolnirs _had almost drawn the enemy ships into firing range of the DSF cruisers.

"All ships," Admiral Smith said from the bridge of the _Bayonet_ class cruiser _Prometheus_ "Fire at will!"

The 8 _Bayonet _cruisers fired their naval heavy laser cannons mounted on the bow of each ship. 8 green spears of energy lashed out at the oncoming Imperials. 3 of these beams hit a _Zeram II, _slicing it to ribbons. The remaining 5 lasers were aimed at the _Intimidator_ cruiser _Rassak_. The first three beams hit the shields, dropping them. The last two lasers punched deep into the ship, setting off numerous explosions in the bow, and causing a lot of oxygen to vent. This threw the cruiser off course, and spoiled its aim. This act seemed to enrage the Imperials, as two more ships moved up from the reserves, two more _Intimidators_.

"That's right," Smith chuckled "Come to your doom." He had the _Prometheus's _tactical officer have free range of targets while he reported the status. "Have engaged Imperials, they're taking losses, we aren't" he reported. "Hang on a second…"

Smith watched as the enemy _Halberds _and _Initimidators _suddenly speed up, as did the smaller enemy cruisers

"Shit! They're trying to rush our line! We're going all reverse back towards the main fleet!" he frantically reported to Admiral Collins.

"Can you disengage?" asked Collins.

"Negative! They are coming in too fast! We'll try to drive them off!" Smith shouted. "Target the _Intimidators_!" he ordered his fleet.

Another laser barrage was targeted at the _Rassak_. The beams sliced through hull plating, and hit numerous ammo magazines. The Imperial ship seemed to convulse and twist as the explosions tore it apart. The _Yar _tried to avenge its sister ship by firing on the _Prometheus_. Missiles deflected off the shields, and the naval heavy laser just dissipated against the energy barrier of the Damocles cruiser. Still, the shields on the _Prometheus _flickered as it tried to withstand the destructive energy being unleashed at it. The two _Halberds _continued coming at the Cornerian defenders, more specifically at the _Black Knight _and the _Hood_. The two Imperial battleships launched about a total of 50 Invader IV fighters, which flew towards the DSF firing line.

"Ed, Fox, take out those fighters!" Admiral Smith ordered.

Ed and Fox acknowledged the Admirals orders, and their respective squadrons flew out to combat the enemy..

"Keep those fighters away from the cruisers." Ed ordered

"Copy that" Mark Rendar said

"Got it" Damien Norris reported

"Affirmative" Karl Riker replied

The 8 Arwings darted among the capital ships, tearing into the Imperial fighters with ease. However, there wasn't much they could do about the Imperial battleships. One of the _Halberds _moved in close to the _Hood, _and both ships opened fire. The _Hood's _gauss cannons punched through the shields and peeled off armor from the _Halberd_. The enemy return fire was devastating. The lasers and missiles overloaded the forward shield, and then the Heavy Naval Laser punched deep into the _Hood's _right side. Ed watched as the _Mjolnir _cruiser shuddered, and then all of a sudden blossomed into a massive fireball.

"HOLY SHIT!!!" Ed shouted as the _Hood _snapped in half, still exploding and was now almost entirely obscured by flames and smoke.

"This is Captain Wallace to _CDS Hood_, do you read? Captain Martinez get the hell out of there!" Ed shouted into his communicator, but he could almost tell it was a futile gesture. The explosion had came too quick.

"Admiral Collins," Ed said "The _CDS Hood _has been blown in half and is destroyed!"

"What happened!?" the Admiral asked.

"Apparently, the laser from the _Halberd _touched off the missile bays." Ed answered as the explosions stopped, leaving only a few scorched bits of metal, and the badly torn up bow section, as evidence that the _Hood _ever existed. The death of the pride of the CDF had taken but 30 seconds.

"Any survivors?" Fox McCloud suddenly cut in.

ROB-2 delivered the report "One _Savior _lifeboat, three passengers."

"Three…" Ed said "Out of what, 500?"

"Yes…" Collins said "Without a ROB-2 unit, they needed that many people on the ship. Admiral Smith, retrieve the lifeboat, have a medical team standing by."

"I'll do what I can" Smith replied as the Damocles Ships opened fire again, damaging the Imperial attackers. "Does anybody know the name of the ship that destroyed the _Hood?_"

"I think I read _Bismarck _on the side of it." Damien replied.

Just then, the Imperials dropped back, out of gunnery range.

"What the…they're falling back!" Falco said

"I think that's because they got what they wanted." Ed said sadly as he watched the lifeboat from the _Hood _fly into the hangar bay of the _Prometheus_.

"I think there's more to it than that." Peppy cut in. "They wouldn't retreat…unless they've distracted us! Scan Corneria's atmosphere immediately!"

"Scanning…" Admiral Collins said. A few seconds passed, then "We've picked up at least 200 Imperial Dropships burning through the atmosphere! Fox, Ed, get back to the planet! We need to stop that invasion!"

As Ed flew back towards Corneria, his blood ran cold. They had been duped while an invasion snuck in, and an entire ship of soldiers had died as a result.

__

This isn't right at all! Ed shouted in his mind _If we don't even the odds soon, the days of a free Corneria are numbered, and those numbers have damned few digits_. 

AUTHOR'S NOTE: Note how the Imperial warship _Bismarck _sunk the CDF warship _Hood_. Notice the historical reference. For those who don't know, in 1940, the German battleship _Bismarck_ was intercepted by the British battleships _HMS_ _Hood, _the pride of the British fleet, and _HMS Prince Of Wales_. The _Bismarck _scored a lucky hit on the _Hood_'s ammo magazines, and blew it in half. Only 3 sailors survived. From then on, the _Bismarck _was a marked warship.


	5. Danger Zone

Shattered Lylat: The Fragmentation War

DISCLAIMER Addendum 2: I own the Wolfhound fighter and the Landmaster Mk. II (not named now, but makes a small appearance) 

Chapter 3

__

Revvin' up you engine

Listen to her howlin' roar

Metal under tension

Beggin' you to touch and go- Kenny Loggins, "Danger Zone"

__

***

Upper Atmosphere of Corneria, Sept. 23, 2550, 1130 hours 

Ed 's Arwing was still glowing from the friction caused by atmospheric entry when his radar lit up with numerous enemy contacts.

"How many dropships are there?!" He shouted frantically

General Pepper's response came back over the vidcom. "We estimate at least 400 dropships." Ed could see the general was very nervous and distressed.

"Crap…there's no way we can take out all of them, much less even a fourth of them…we need some kind of help here." Ed responded

Just, then General Mikhail Knight cut in "I may be able to offer some assistance. We have 8 Mobile Orbital Laser cannons, or MODLs. They can take out dropships pretty fast. If you can give us a vector, we can deploy them to the most dense area of the dropships, and take them out."

"I think they're coming in on the area of the sensor grid that was hit by the attacks" Mark said

"Looks that way" Ed replied "Ivan, what's the status on the repairs?"

"The grid is at 95% efficiency" Ivan Marlowski replied

"General Knight, send the MODLs at the damaged grid area, that will be where the Imperials will be concentrating their forces" Ed said

"Roger that," Knight said. Then his voice went out on the broadband channel "Famfrit Group, move to these coordinates and engage incoming dropships!"

***

Corneria Surface, same time 

The 8 DSF MODLs motored across the landscape, as they moved for the area designated by General Knight. Leading the charge was Colonel Alexander Kursk. As the 8 massive tanks neared the designated area, Kursk began to target the incoming Imperials.

"Okay, Famfrit Group, pick your targets and fire at will" Kursk said into his comm as his gunnery officer locked onto an incoming dropship.

***

Ed was reaching the target area when he saw two large azure beams slice through the air and hit an Imperial dropship. The beams punched right through the hull and blew out the stern of the dropship. The dropship tumbled end over end as it burst into flames

"Holy, shit!" Ed shouted "Those are naval grade particle cannons!"

"Close enough" responded General Knight as more of the MODLs began to fry the dropships "Their a slightly lighter grade than naval, but they can sure do the job in a hurry. I'd say now would be a good time to get in there and help us rack up the kills"

"Copy that," said Lieutenant General Rainier Davidson, "All right, all squadrons give a ready report and go weapons hot."

"This is BlackWolf-1, we're ready to go" Ed said

"Starfox-1 here, all systems go" Fox followed

"Phoenix-1 Reporting, let's get 'em!" Fara Phoenix shouted enthusiastically

"Shadow-Beta-1 reporting, we're all set over here" said Jason Kage

"Attention General Pepper," Rainier said "this is Alpha Defender, we're engaging the enemy!"

"Roger that, and good luck." The General said.

35 Arwings and 15 Wolfhound fighters flew towards the enemy dropships. Flying out to meet them were about 150 Invader III fighters.

"Incoming bandits dead ahead!" Slippy reported

"Phoenix Squadron, help me with the fighters." Rainier ordered "The rest of you get after those dropships."

Ed, Jason, and Fox acknowledged and their squadrons flew into the midst of the dropships, while the 14th ADW and Phoenix Squadron blasted away at the Invader IIIs. Ed brought his Arwing in line with an _Aurora _dropship and released a Maverick Torpedo. The missile slammed into the starboard engines of the dropship, rendering them useless. As the dropship started to list to starboard, Ed saw the bay doors open and 12 strange machines jumped out.

They were bipedal, at least 8 meters tall. Each one was carrying a big laser pistol in its right hand, and a shield in its left. Ed had studied the battle of Sector Y during the Lylat War, and he thought the machines resembled the war robots Andross used against the CDF in that battle, except they looked a little bulkier. Also, they were painted a dark red and gray, rather than the shade of green that Andross had seemed obsessed with.

"Mark, are you seeing what I'm seeing?" Ed asked

"Yeah, I am," Mark responded, "Why would they be using those fragile combots?" 

"Beats me, let's teach em a lesson!" Mark said with a light chuckle as he flew at the combots. Ed did the same. When Ed was in range he fired one charged laser blast at a combot. The bolt slammed into the combot, but instead of exploding, it just shrugged off the damage, and to Ed's surprise, returned fire. Ed barely had time to react, as he put the Arwing into a barrel roll, delfecting the three lasers sent back at him.

"Mark, they have better armor! I don't think these are the same combots from a year ago!" Ed shouted as he flew past the combots, some of which had shot at him.

"I agree, they seem, more powerful, perhaps even more than that Shogun Warlord that Starfox tangled with during the Lylat War." Mark said "Try taking out their jets, that should stop them."

"Got it." Ed said as he swung around for another pass. He lined up his sights on one of the combots that was presenting its back to him. He fired, and the jump jets exploded. The combot went into a wild spin as it fell over 20000 feet to the ground, flames trailing out its back.

Another combot swung around to face Ed, but Mark came in lasers blazing, along with a flechette Maverick torpedo. The assault tore the shield arm off of the combot, and the flechettes punched through the armor plating, setting off a few internal detonations. Ed and Mark watched as the head of the combot split open, and a pilot ejected from it.

"Mark," Ed said as the pilot began to drop by a parachute "Weren't the combots Andross fielded unmanned?"

"Except for the Shogun Warlord, it was believed that all of the combots were unmanned." Mark said "This is something very different. Good thing this is all being recorded."

"Keep recording until we end this fight." Ed said as he wove in between two dropships, hitting them with MIRV Mavericks and crippling them. More combots chased after him, lasers firing. One locked on, but then the alert tone faded away abruptly. Ed looked to see who had saved him. An orange and gray Arwing flew past him. Ed knew only one Cornerian pilot had an Arwing like that.

"Thanks for getting them off me, Captain Phoenix." Ed said

"No problem." Fara responded "And please, just call me Fara"

"Okay, Fara." Ed said as he swung his fighter towards the melee and flew back.

***

30 minutes later, the fight had ended. The MODLs had made a big difference in the fight, accounting for 75% of dropship kills. The MODLs had also managed to down 50 enemy fighters that were unlucky enough to get in the path of the Particle cannons. The dropships eventually managed to limp out of range of the MODLs, and used fighters to keep the CDF/DSF coalition at bay.

"How many did we get General?" Ed asked after he landed his Arwing at the command post.

General Pepper looked somewhere between enthusiastic and defeated. "You got about 230 dropships. That leaves 170. To make matters worse, those new combots you are encountering are unlike anything we've ever seen. There's another problem too, We believe the MODLs are now targeted for destruction by some of the Imperials. They may try to use the dropships in a short hop to hit the MODLs, and allow reinforcements. You will have to launch in 30 minutes to go back out there and defend the MODLs."

"Okay, how are the space forces doing?"

"Slightly better, the Imperials have been making minor attacks, we have gotten most of their lighter cruisers, but the _Guardian _and the _Galaxian _took heavy damage. We believe the Imperial Navy is making headhunting attacks against us now. They also got a lot of our _Justice _frigates, and a few of our _Fenris _cruisers."

"All right," Ed said as he absorbed the data "Back to the ground front. Here is a copy of the data on those combots." Ed said as he produced a CD and handed it to the general. "Try to find out what the armor strength is, and what weapons we can use against them."

"We'll get our best people working on trying to defeat these mechanized monstrosities."

Ed suddenly was hit with a flash of inspiration.

"What is it, Captain?" Pepper asked Ed

"Well, when you said mechanized, something clicked in my mind. I'm not sure yet, but I think I have a theory. Ask me again after I return from defending the MODLs."

***

Cornerian Orbit, same time 

Admiral Collins allowed a small grin as the _Guardian _blasted apart the hull of an _Intimidator _cruiser. This made the 6th cruiser of that class to fall in the battle. The _Guardian _had taken many hits, but the _Leviathan _class of ships was built to last. The same could not be said of the older _Fenris _class of ships. 8 of them had been either destroyed or badly crippled.

His communicator crackled "Yes?"

"This is ROB-2" said ROB-2 "The _Black Knight _is being overrun by 3…make that 2 _Intimidators! _Please assist!"

"You got it," the Admiral said "Tempest Group, assist the _Black Knight_"

***

The _Black Knight _shuddered as a naval heavy laser punctured armor on the starboard side. ROB-2 responded with Naval Autocannon fire, which dropped the shields on both _Intimidators_, and blew one of them in half. The other _Intimidator _fired all it's weapons, draining the _Black Knight's _shields, and causing major damage to the lower decks. Just then three bright emerald particle beams came out of nowhere and slammed into the _Intimidator_. The ship twisted and heaved as massive explosions tore it apart, and the fusion core detonated. Through the blast came three ships all the rougly brick shaped, with a pointed nose, each armed with a heavy Naval Particle Laser Cannon, and twin class-5 autocannon. The particle cannon took up most of the frame of the ship. The lead ship signaled the _Black Knight_, and the image of an orange tabby cat appeared on the vidcom.

"This is Captain Dan Hunter of the _Zeus-_class Particle Cannon frigate _Tempest_, and leader of Tempest group. You called for backup?

"Yes I did" ROB-2 responded "Thank you for the help. If its not too much trouble, can you cover me while I drop back so I can repair the ship?"

"No problem, we can handle that." Captain Hunter responded.

The _Black Knight _dropped back, while the three _Zeus _frigates covered the ship's retreat, using their autocannons to keep fighters at bay.

***

CDF Military Base Alpha, Corneria City, Corneria, 30 minutes later 

Ed was talking to the technician, a badger that was about Ed's age, who was servicing his Arwing. "So you're saying these missile pods will help us defeat the combots?"

"According to the intelligence, yes." The badger answered as he gestured to the two boxy missile pods underneath the Arwing's wings. "These pods fire 20 missiles at a target up to 1 kilometer away. You can also target multiple enemies, and the missiles will divide the targets accordingly. Intel believes that multiple missiles hitting the combots can get through their armor. Each pod has 12 reloads, which is why there is that extra bulk on your wings. We've also lead the Arwing with 2 Maverick Torpedoes and 2 nova bombs, just in case you need to take out a dropship."

"Okay, I guess I don't have time to debate that, let's just see if military intelligence was right for a change" Ed said as he climbed into his Arwing and started it up. When he was given the all clear, he flew out towards the position of the DSF MODLs, which were currently in the Corneus Canyon, a 30 mile long 'S' canyon with an entrance and exit at each end. Ed saw the other allied fighters take off and accelerate towards the location of the canyon entrance, 50 miles away.

As the 50 CDF fighters flew on, Rainier outlined the support mission details.

"Since most Imperial dropships have made landfall, we are recalling the MODLs to Corneria City. Unfortunately, they have to go through the Corneus Canyon to reach the city. This makes them prime targets for an ambush. We have to cover the MODLs until they exit the canyon. With the ambush opportunity gone, the Imperials should break off."

"Emphasis on 'should'," Falco said sarcastically. "I highly doubt the Imperials will just let us go."

"We don't have time to debate this," Karl Riker cut in. "Long range scans are picking up 3 _Despot _class dropships heading towards the canyon. They could be carrying up to 200 combots, and at least 100 fighters."

"Finally, a challenge" Damien Norris laughed.

"Okay, that's enough out of you." Mark said. "This is serious."

"Let's get those MODLs out of danger." Fox said. "We're coming up on the canyon"

Overhead, the three Imperial dropships were burning for the canyon as well. They were already starting to release the combots and fighters. The fighters flew at the CDF fighters, while the combots dropped down into the canyon. The MDOLs opened fire, but their particle cannons only managed to get 5 combots that were unlucky enough to be caught in the beams.

"Incoming fighters at 12, 11, and 1 o-clock!" Slippy shouted.

Starfox and BlackWolf took the lead, flying into the midst of the fighters. Fox pulled his Arwing into a dive, blasting away at the Invader IIIs and IVs that tried to shoot him. Fox wove in and out of the ranks of Imperial fighters, destroying almost 20 with his first past. Ed and Mark double-teamed the fighters, leaving 50 downed. Nova Bombs detonated all over the place. After the first pass, only 40 Imperial fighters remained flying, and they were breaking off. The CDF fighters were barely scratched.

"Okay, let's protect the MODLs!" Rainier said as he dove into the canyon.

"Attention CDF Wing Commander, this is Famfrit 1. We are pinned down by combot fire. Please assist!"

"Roger that Famfrit 1." Rainier responded. "Keep them busy while we take them by surprise!"

***

Alexander Kursk was nearly thrown from his command chair by a combot laser barrage. His MODL had lost nearly 40% armor. The medium laser turrets on the MODL for point defense weren't working well enough to stop the Imperial onslaught. Kursk rapidly thought about what to do. Then he had an idea.

"Famfrit Infantry Lead, what is your weapons status?" Kursk asked the infantry commander located in the APC-like hold of his MODL.

"We have 5 assault rifles and 5 Rocket Lauchers, said Sergeant Jeffery DelRoy, the Infantry Commander. Same is true of all other infantry guard groups, except for mine, which also has a light Machine gun."

"All right, I need you to dispatch all infantry to fight the combots. We need just a minute of time. Use the rocket launchers to breach their armor."

"Affirmative, Captain."

***

The infantry hatches on all 8 MODLs opened up and the 40 DSF infantry charged out onto the rocky canyon floor. Sergeant DelRoy had brought along both a Rocket Launcher and Assault Rifle. He commanded his squad to lock up an oncoming combot that was flying towards Famfrit 1.

"Fire Rockets!" DelRoy shouted.

5 Rockets arced up at the combot, shattering armor plating. The force of the blasts quickly altered the trajectory of the combot, and it slammed into the canyon wall. As the combot struggled to stand, DelRoy had his squad open fire with explosive assault rifle and machine gun rounds. A few bullets found there way into the internal structure of the Imperial combot, and put it down for good. But that was just one, and there was many more combots. Some of them which were now shooting as his infantry. One combot in particular leveled its laser pistol almost directly at DelRoy. Then suddenly, a white Arwing thundered down the canyon, sending 40 long range missiles into the back of the combot. The Imperial machine burst apart like an overripe melon as it's fusion core detonated.

"This is Fox McCloud," came a voice over the intercom, as more CDF fighters descended into the rocky pass, "Looked like you could use a hand there Sarge."

"Perfect timing, McCloud!" DelRoy responded "Now help us rout these bastards!"

***

Ed prioritized his targets almost immediately, as he fired missiles at the combots nearest to the MODLs. A couple combots fell under the first volley, and some shot at Ed as he passed over. Nearby, he watched Falco, Fox, and Damien work over an entire company of combots, the missiles tearing armor off the combots as if they were sheets of paper. Dead ahead, Dante Davidson and Jason Kage blew the legs of a descending combot, leaving it to slam into the rocky ground. All around the combots were taken off guard by this sudden strike of fighters, not to mention the deadly swarms of LRMs that the Arwings and Wolfhounds fired on the giant war machines. Everything seemed to be going well as the numbers of enemy combots slowly began to dwindle. The enemy dropships couldn't assist, as their turrets couldn't fire into the canyon. Just then…

"Holy shit! Incoming fighters and numerous combots approaching from the north…there must be at least 500 of them total!" Jason Kage squawked.

"How many of each?" Ed asked

"Um…at least 400 fighters and 100 combots."

"Damn it! This is insane! We are way too outnumbered here!" Ed shouted, frustrated, to nobody in particular on the CDF broadband channel

"Then perhaps we can even the odds" came a voice over the comm.

A shadow came across the canyon as a blue and white _Aurora _dropship bearing DSF markings flew across the canyon, dropping Landmaster tanks and launching more Wolfhound fighters.

"General Mikhail Knight on station and ready to kick some Imperial Ass!" the voice continued

"Good thing you showed up when you did, General!" Fox said over the comm.

"We groundpounders will handle the combots, the rest of you take on the fighters!" Knight continued.

"Okay, you heard the man, let's take out the fighters!" Ed said enthusiastically as he boosted out of the canyon, and at the oncoming waves of Imperial fighters, which were coming in a little faster than anyone had anticipated, which plunged the battle into a whirling melee.

***

The Imperial fighters had caught Falco off guard, and were now chasing him. He barely had time to escape their first assault, which cut down Phoenix-5's Wolfhound fighter…no chute. 

__

Damn…Falco thought as he tried to evade the laser fire from three Invader III fighters, _That's gonna be me if I can't escape these guys_. Falco knew asking for support was pointless, as all of the fighters were trying to stay alive, same as him. Except that his g-diffuser was malfunctioning, and he couldn't barrel roll efficiently. He suddenly heard the warning tone of weapons lock. _Well, this is how it ends_, Falco thought sadly.

Just then there was a flash, and the warning tone suddenly ceased. Falco looked back and saw the three enemy fighters tumbling out of the skies. _Who…?_

A purple Invader-class fighter shot ahead of him, and his comm window opened. "Think I was gonna let you have all the fun?" Katt Monroe said.

"Katt, for once I am glad to see you!" Falco shot back. "Now let's see if we can go kill some more of these idiots."

***

Ed took a quick glance at the battle in the canyon. He saw the DSF Landmasters were holding their own, their lasers tearing through the ranks of combots. He also noticed a different DSF tank. It looked like a bulkier Landmaster with twin gun turrets and a machine gun on top of the turret. He decided to ask General Knight about the new tank after the battle. Then he noticed a combot leveling its laser cannon at him. He barrel rolled at fired a laser burst that ruined the pistol. Then the combot just snatched up a laser pistol from one of his fallen comrades and started gunning for Ed again. This time Ed used the LRMs to put the combot down.

__

Theory confirmed he thought.

***

Rainier Davidson flew his green and white Wolfhound fighter in between two wings of Invader IIIs and took them both out with a nova bomb. He then severely damaged another wing with his missile pods, utilizing the multi-target system to great effect. The lion looked around and saw the remaining combots were retreating to the dropships, and the 200 or so fighters were also returning to cover the escape.

"Alpha Defender to Famfrit 1, the dropships are hauling ass outta here!"

The three dropships began to lift off, their defensive cannons blazing. The CDF fighters tried to puncture the armor of the _Despot _class dropships, but there was little luck.

"Famfrit 1 to Alpha Defender, it's time for payback!"

The MODL named Famfrit 1 swung its particle cannons in line with one of the escaping dropships. Two more MODLs did the same. They fired almost simultaneously, and the results were devastating. The beams punched through titanium armor, as well as bone and flesh, leaving the beams to exit out the other side of the egg-shaped dropship. The dropship shuddered and fell down, slamming into the canyon wall before exploding, and sending combots sprawling everywhere. The other two dropships fled, being harassed by more MODL fire all the way.

"Area secured. All hostiles are breaking off" Jason Kage reported.

"Good," send General Knight "I'll bring in some salvage teams to pick up the combots and give us a better idea of what these things really are."

"I think I have an idea." Ed said.

***

Cornerian Orbit, same time 

Admiral Collins received a sitrep. It stated that the Imperial vessels were moving beyond maximum weapons range, most likeley to effect repairs.

"Let them go for now" the Admiral told all ships "They know we hurt them good, and we won't give them this planet's without a fight."

***

15 Minutes Later, Main Briefing Room of CDF Base Alpha 

"So, Ed, you claim you have evidence on the exact identity of these combots the Imperials have been fielding against us?" General Pepper asked

Ed looked around the large briefing room. Starfox, Shadow Wing's beta company, his own squadron, General Pepper, Lt. General Magnusson, and General Knight were all seated in the room waiting for his evidence. Also seated was Mike Wilson, Damocles CEO, and Allen Jones, the Damocles head of R&D.

"Yes, although you probably won't be happy about how I got it." Ed said as he produced a CD and slipped it into the data viewer. On the screen it showed the plans for one of the Mechanized Assault Chassis that were being made in Sec-Weap Lab 3.

"Aren't these the plans that we recovered from the lab the Imperials captured 3 months ago?" Jason asked.

"Yes…"

"So explain to me how you got hold of classified information if there was only one disc?" Ivan Marlowski vehemently demanded.

"Who said there was one?" Ed responded

Marlowski decided to keep his mouth shut.

"Look, how I got the information is a moot point, you just assumed there was only one disc being made. The fact is that I have the data, and it explains what we're up against." Ed continued "What you see are the blueprints for a Mechanized Assault Chassis, or MAC. There are more blueprints here as well, but this illustrates the basics nicely. All MACS range from 6.5 to 10 meters tall. They are armed and armored at variances dependant on weight, and designed to carry numerous weapons, or such is my understanding…since I don't work for Damocles Industries." Ed shot a sideways glance at Mike and Allen.

"Are you implying that I should've know the Imperials were fielding MACS?" Allen said

"No, I'm not, since the Imperial MAC, which I like to call the _Gladiator_, is not quite the same as a MAC. They kinda messed up a few things in design…since it doesn't have as much armor as it should." Ed responded

"Yet, you say this _Gladiator_, is a MAC…why?" asked Lt. General Magnusson.

"This is why." Ed said as he put in a disc containing the gun camera footage from the battle in the canyon. Everyone saw the footage of a _Gladiator _switching a ruined laser pistol for a new one.

"This is what confirmed my theory." Ed said as he switched back to the technical readouts of the MACS. "MACS were designed to switch the weapons they carried in their hands, instead of those handheld guns being hardwired into the system. What that Imperial MAC did confirmed my theory that the Imperials somehow managed to get the plans anyway and produced the MACS to be used to take over Corneria."

"It's too bad we shut down the MAC research program after the hostage crisis 3 months ago." Magnusson said "We could sure use some MACs of our own, besides the 60 or so _Gladiators _we salvaged."

"Oh, I think I can help with that" Mike Wilson suddenly spoke up.


	6. Ye Shall Be As Gods

Shattered Lylat: The Fragmentation War

Disclaimer 3 (or is it 4? I guess it's both): I own all MACS and their designs. I also own the character of Captain Dan Hunter from the last chapter. I also own the Valkrie bomber. I also own the Diamondback Tank, the Forge APC, the Paladin Artillery tank, the ARCHER Artillery Missile Tank, and the Havoc Gunship. I also own all dropship classes and such. I also own the Dragonfire Sniper Rifle. And, now that I think about it, I also own the Nightshade Gunship.

"Ye shall be as gods"- Deus-_Xenogears _and Shion Uzuki_-Xenosaga_

***

Cornerian Plains, 75 miles north of Corneria City, September 23, 2550, 1400 hours 

Two Imperial _Aurora _class dropships and one _Despot _class dropship had set up a triangular base camp 75 miles north of Corneria city, waiting to launch an attack. A few MACS and fighters were patrolling the perimeter, unaware that the CDF had already taken action to destroy this base camp. 5 Valkrie bombers with CDF markings flew at the camp, taking them completely by surprise. Only sporadic laser and gattling gun fire came up at the bombers, but it was too late. Nova bombs and cluster bombs detonated on the dropships, turning them into blazing heaps of metal. In seconds, the base camp was gone, save for a few MACS struggling to stand back up.

"This is Alpha 15 to Alpha Defender, reporting mission accomplished."

"Good work" replied Rainier Davidson "That should tell the Imperials to keep their distance."

The Imperial dropships had been trying to get into a more favorable position near the capitol, but had so far been unsuccessful due to the efforts of the CDF defense wings.

"Fortune-1 reporting, all is quiet on the south side" reported Captain Rouge Farrell

"Good, keep me posted" replied Rainier

***

__

Shadow Wing Shuttle Infiltration, _On approach to Sec-Weap Lab 3, Garuda Desert, Corneria_

The shuttle carried Mike Wilson, Starfox, BlackWolf, Jason Kage, Jenna Sandoval, Katya Williams, Steve Odell, Dante Davidson, and David Cheng to Sec-Weap Lab 3. Jason had put Ivan Marlowski in charge of the 6 other Shadow Wing pilots still flying defense patrols while he went on this mission that was suggested by Mike Wilson.

"So you're saying that the MAC project wasn't actually shut down?" Ed Wallace asked Mike

"No, we just made it seem like it was shut down so that the Imperials wouldn't come back for the data again."

"Well, that obviously didn't stop them from obtaining the data somehow!" Damien Norris said.

Karl Riker elbowed Damien in the ribs to signal him to be quiet.

"I don't think the Imperials took the data by force, perhaps an act of Industrial Espionage." Mike responded. "But as far as I know, the MACS we built here are still here and ready to go, provided we have pilots."

"Which is where we come in," Fox said.

"Exactly. I can input all the security codes to get you into the MAC hangar, and then we have 15 pristine, honest-to-goodness MACS capable of outclassing at least 3 Imperial _Gladiators_." The white tiger said proudly.

"Not much, but it's a start" Karl Riker said

"So these MACS carry more armor and weaponry than the _Gladiators_, correct?" Mark Rendar asked Mike.

"Pretty much." Mike answered "We labeled these MACS in the Medium and Heavy category. They range from 50 to 75 tons. Mind you, these are prototypes, but testing went extremely well without any hitches, so I expect the Imperials will be in for a real fight."

"How hard is it to get the hang of piloting one of these things?" Slippy asked

"Well, we expect with all your exceptional skills it won't be a problem, but you'd better be ready to learn fast."

"We're coming into the lab hangar now. Get ready to disembark" reported the shuttle captain.

The shuttle docked inside the lab's shuttle hangar, and the 15 occupants walked out, heading for the elevators. They got in, and Wilson hit the button for the subbasement.

"I don't even think we went down here last time." Peppy said

"Probably true, since the Imperials failed to gain access to the hangars down here." Wilson said quietly. "I wouldn't let them."

The elevator stopped after about 30 seconds and opened up on a dark gray hallway with a large sliding door at the end.

The 14 soldiers and 1 Damocles CEO walked up to the doors. "The doors are sealed by a voice recognition and password system." Mike said as he activated the voice system "Mike Wilson, Chief Executive Officer, Damocles Industries"

"Voice pattern match confirmed, please state password" said the female AI voice.

Wilson cleared his throat "Ye shall be as gods." He said slowly.

"Password accepted"

The massive doors slowly started to open.

"Ye shall be as gods." Ed said to Mike. "How fitting."

Mike merely nodded at the wolf's comment.

The doors finished opening, and the lights came on, revealing the 15 MACS stored there. All of them were painted gray and black, most likely because of the secrecy of the project.

"This is unlike anything I have ever seen before!" Mark said excitedly.

"Calm down, we have to get these started up, then you can go crazy." Ed said as he ran towards one of the MACS, a fearsome looking one with a skull-like head.

All of a sudden, the shuttle captain's voice crackled over the hangar speakers "Sirs, we have numerous enemy contacts closing in, mostly ground. ETA 3 minutes."

"Damn…" Wilson said in reply "It takes at least 5 minutes for a 1st user initialization…we need a diversion."

Fox spoke up "My squad will go up there and divert them until you guys can start up the MACS."

"But you have no weapons." Jason said

"Yes, they do." Mike said as he tapped a button and a wall slid open to reveal K21 assault rifles, rocket launchers, and sniper rifles.

"Heh-heh…no way am I passing up a chance to use some heavy artillery" Damien chuckled. "I'll go up too"

"Same here" Karl Riker said.

"All right" Mike said as the 6 soldiers grabbed numerous weapons "Just be careful. Take the MAC elevator, it goes up to a good vantage point."

Fox loaded a Dragonfire Sniper Rifle up and then slung a K21 over his back. "All right, let's get 'em"

The 6 Cornerians entered the elevator, and it took them up to the vantage point.

***

The _Aurora _dropship finished dropping off all Imperial ground forces on top of the plateau that held the lab., and then flew off to await the dust-off signal. Two Diamondback tanks led the charge, backed up by a couple Havoc Gunships, and two Forge APCs. In all, 10 tanks, 5 gunships, 15 APCs and the 100 ground troups ensconced within them moved in on the lab.

The task force stopped about 200 meters from the lab, and scanned for signs of life. Colonel Ragiz, the salamander in charge of the task force, thought he spotted something when the doors opened up near the 5th above-ground floor, but he thought it might be a mirage.

"Keep looking troops" Colonel Ragiz said. "There may still be CDF and DSF forces in the lab. Ragiz opened the hatch to his Diamondback to get a better look, unaware that that was a fatal mistake

***

Fox looked through the scope of the sniper rifle, lining the crosshairs up on the Imperial colonel. _And so another victim of the Imperial Officer School lesson 4: The CDF does not use snipers. What a load of shit that is!_ Fox thought. He smiled as he pulled the trigger, and watched the salamander pitch forward, a bullet through his brain. He heard one Imperial call out "Sniper!!" and then troops began to debark from the APCs, and a Havoc gunship began flying towards the vantage point held by Starfox, Damien, and Karl.

"Hit them now!" Fox shouted

Damien, Karl, Falco, and Peppy emerged from cover and fired 4 rockets into the nose of the imperial gunship. The explosions ripped apart the cockpit, killing the pilot and copilot. The gunship spun out of control and smashed into the ground. Return fire from the ground bounced off the balcony railings

"Fox to Wilson" Fox radioed in, "Engaging enemy, they are fully focused on us."

"Good, I'm now running the others through startup" Wilson responded

***

Same Time 

Ed secured the hatch to the MAC he entered, which Wilson told him was a 70-ton _Galvatron_. It was designed as a command MAC for light companies.

"Okay," Wilson said over the internal speakers. "First order of business is to put on the neurohelmet. It is designed to integrate your brainwave patterns into the stabilizing gyroscopes. Don't worry, it's painless and wireless. The neurohelmets are located behind the pilot's seat.

Ed looked, and found a helmet that looked sort of like a communications headset, though it covered more of the head. He also noticed it looked more like a conventional helmet, but a lot of space was allocated for the ear placement of different species.

"Oh…you may have to wait a few seconds for the helmet to adjust to your head." Wilson added just as Ed put the helmet on. Suddenly he felt something on the helmet move as it filled in the larger space for the ears, leaving only slots big enough for his ears to slip through easily.

"What the hell just happened?" Ed asked

"You're not the only one who has been experimenting with nano-polymer technology, Captain" Mike Wilson said.

"So I see." Ed replied, mentally kicking himself for realizing that nano-polymers were really the only sane explanation for how the helmet was now adjusting to his own head size and shape, including the ears. "I'm guessing this helmet is also good for preventing a major head wound?"

"In almost every case, yes." Mike said in reply. "Now you just need to wait about two minutes so that the neurohelmet can get a baseline reading for your neural patterns, so just sit still in the chair for that amount of time."

Ed sat down uneasily, knowing that each second was one that Fox and the others were in danger. But he forced himself to relax. _They can handle themselves. _Ed told himself, _I'll get my chance soon enough_.

Two minutes later. "Okay, all neuro-syncs complete. Time to activate the MAC."

Mike walked all the pilots through the startup sequence, which mostly just consisted of activating the fusion core. Then the reactor, sensors, and weapons systems activated through the auto-startup.

"Normally, there's also a voice-recognition test and personal password, but those are disabled for now." Mike said. "Now, to move the MAC, the foot pedals move the legs, and the joysticks on the arms of the pilots chair control the arms and the aiming crosshair for all weapons. It's nothing too difficult."

AS Ed and the 7 other CDF pilots stumbled their MACS towards the elevator, Ed thought that difficult was an understatement. But he eventually got the hang of it. The 8 MACs got into the elevator, and it rose to where Fox and the others were already fighting the Imperials.

***

Fox ditched the sniper rifle after taking down 4 more soliders, and he brought out the K21. He started firing at any Imperial threat he could see. Gunfire and rockets from both sides filled the air, but only the Imperials were getting hit. Just then another Havoc set its sights on the CDF soldiers, and nobody had a rocket ready. It seemed to Fox that his luck had finally run out.

Just then a 2 particle beams and a barrage of no less than 50 LRMs slammed into the Imperial gunship, tearing it to shreds.

Fox looked behind him, and saw 8 MACS standing at the elevator, weapons ready. Ed's voice crackled over the external speakers "We'll take over here, go get to your MACS."

Starfox, Karl, and Damien ran into the elevator as Ed and the others took aim on the Imperials.

***

Ed checked the _Galvatron's _assault rifle, brought it up, and opened fire on a Forge APC. The bullets tore the turret off the top of the vehicle like it was made of cardboard. The bullets kept travelling, beheading a few Imperials unlucky enough to get in the way. Nearby, Mark and Dante, both running _Commando _MACS, used their particle cannons and short-range missiles to savage a pair of Diamondback Tanks. Ed fired his jump jets and leapt down to the plateau, firing the waist-mounted particle cannon as he went. The azure beam flipped another APC, which exploded as it fell back to the ground. It was obvious the Imperials did not expect the CDF to mount a resistance with MACS, as the vehicles were not armored enough.

Mark kicked a tank 10 feet in the air with his MACS right foot "How do you like that?" he chuckled as black smoke poured out of the tank's side.

Jason Kage and David Cheng eliminated more of the Havoc gunships that desperately tried to flee the carnage. Ed fired the _Galvatron's _pulse lasers, and eliminated an entire squad of troops and the APC he disarmed earlier. Then he noticed the _Aurora _dropship was coming back.

"Incoming dropship!" Ed shouted as he opened fire with the LRMs and the particle cannon. The shots only scraped a little armor off of the dropship, much to Ed's dismay.

The dropship's return fire hit hard. Armor exploded off of the leg of Ed's MAC. Dante was thrown to the ground, and Mark's _Commando _almost lost its left arm. Jason and Dave barely evaded the gunfire. Katya, Jenna, and Steve returned fire, but got the same result that Ed did. As the dropship prepared to land, Ed had everybody open fire. Armor blew off the dropship, but it was not enough to stop it. Then another barrage from the lab punched through armor rents in the dropship, and blew out the power core. The dropship fell down, past the edge of the plateau, and exploded some 450 feet down.

Ed looked, and saw the other 7 MACS had opened fire and downed the Imperial ship.

"Thought you could use a hand." Fox said to Ed

"Yeah…that seemed like a good assessment." Ed said. Ed then looked around. The Imperials were all but destroyed. The few troops still alive were surrenduring. "I guess the area is secured." Ed said confidently. "Someone contact General Pepper and tell him we need a ship to take some POWs."

"I'm on it." Mike Wilson said. Ed looked for the origin of the transmission, and saw it was coming from another _Galvatron_. "Somehow, Mike, I'm not surprised you know how to pilot one of these." Ed said

"I didn't get to be a DSF general by sitting around." Mike replied.

Mike contacted General Pepper, and explained the situation. Pepper then told Mike that that would have to wait, as something for worse had come up, and the General told Mike to broadcast it to all of the soldiers at the lab right now.

Ed's comm crackled, and General Pepper appeared on the vidcom. "All right. Listen up all of you. 5 minutes ago, 1.5 regiments of Imperial MACS and tanks, and two fighter squadrons broke through our defensive perimeter and are headed for Miramar City.

Ed froze. Miramar City was his hometown, and now it was under siege. "We can't hold them off forever." The General continued. "Do you have the MACS, and if so, when can you be there?"

"We can be there in 15 minutes." Mike said

"That will be all you get. Pepper out."

The comm shut down. "15 minutes!" Ed shouted at Mike "Can't we get there faster!?"

"Why?"

"Because it's my hometown, Ed's hometown, Jenna's hometown, and Katya's too." Mark said quietly and somberly

"Well, in that case, we must use the overboosters to maximum capacity." Mike responded "The overboosters are what allow the MACS to achieve flight. Press the OB button on the throttle next to the left-hand joystick, crank the throttle to maximum, and hang on."

Ed did just that, and he was catapulted into the air by the force of the MACS overboosted jump jets. _Holy shit! What a rush! _He thought, as he was suddenly 1000 feet off the ground. "So…we have unlimited fuel…right?"

"Yes." Mike answered "The MAC can perform a fighter-type role, except it's not as agile and can travel at a slower speed. Anyway, we have no time to lose. Head north."

Ed manipulated the controls until he faced north, then engaged the overboosters. _At least I learned fast._ He thought as he sped off towards Miramar, his allies following close behind.

***

14 minutes later, over Miramar City (located 30 miles north of Corneria City) 

Ed saw that the Imperials were already starting to enter the city. He opened his comm channels. "This is Captain Wallace to any CDF or DSF forces near Miramar. What kind of support can you give me?"

The call came back "This is Colonel Franken of the Paladin Artillery Battalion. We are on site, but do not want to fire into the city, especially without a target grid designation."

"Okay, stand by for any designation I give you." Ed said

Another call came in, this time from General Knight "I have 20 Landmaster Mk. II tanks moving in on the enemy, as well as 25 Wolfhound fighters, and 10 Nightshade Gunships. They are at your disposal."

"Thanks, General" Ed responded. _Hmmm…he sure is putting a lot of faith in me…maybe he understands my plight to save my home. Speaking of which…_

Ed looked on the radar map, he noticed the Imperial vanguard was only 5 blocks from his house. _Oh…no you don't!_

Ed keyed his comm to all the MAC pilots "Okay, listen up, I'm designating an area on the radar map, under no circumstances will ANY Imperials cross that line."

Mark called Ed on discreet "Ed, this line is 1 block from your house."

"No kidding. I still have some stuff in there that I want to get after this fight is over. So I'd like to leave the house standing!"

"Right…sorry" Mark said

"Don't be. Let's just kill the bastards!" Ed said as he brought the _Galvatron _into a swooping charge at the vanguard. He fired the twin LRM-15s right at the lead pair of _Gladiators_. The missiles knocked the MACS to the ground, and they didn't try to get up. Another MAC came around the corner, and Ed hesitated for a second. The targeting computer marked it as a _Flanker_, a MAC of Damocles design, but as it raised the gattling gun it its right hand, he realized it was a stolen design now. He fired the hip-mounted particle cannon. The beam had enough force to throw the lighter MAC 10 feet down the street and into the side of an apartment building. The wall of the building collapsed, burying the MAC in a makeshift grave. Ed was a walking rampage looking for something to kill. He found it as he rounded the corner near his house.

"Come into my town will you?" He shouted over the external speakers as he perforated another _Gladiator _with the MAC's assault rifle "Show you, you bastards!"

By now the rest of his force had landed, and they set about systematically shooting at the Imperials, and hoarding them into an area 5 blocks north of the line Ed didn't want the Imperials to cross. The DSF fighters swept the Imperial aircraft from the skies, but the Imperials would not fold. Even with the DSF tanks supporting the CDF MACS. A _Flanker _attempted to charge past Odell's _Commando_, but Odell terminated the pilot with a particle beam to the MAC's head.

Ed realized that in this battle of attrition, the Imperials would most likely win. Only one option remained.

"Paladin Lead, this is Captain Wallace. Requesting Artillery barrage in grid Alpha-Romeo-Golf 24!" Ed ordered.

"Sir, that's inside the city!" Colonel Franken responded

"JUST…DO…IT!!!" Ed shouted "We don't have time for this shit! If they break out, there will be more damage to the city than an artillery barrage's worth!" Ed looked on as Mark's _Commando _struggled back to its feet after sustaining an attack from the Imperials. Katya blasted two _Gladiators _apart with her assault rifle and SRMs. "Ed," she said "Whatever you wanna do, do it quick!"

"Hurry up, Franken!" Ed half-pleaded when he heard Katya's plea.

"Roger…Barrage commencing"

For a few seconds, there was only the sound of laser and machine gun fire as the CDF and DSF coalition traded shots with the pinned Imperials. Then the combined assault of Paladin Artillery rounds and ARCHER artillery missiles rained down on the Imperials, buildings collapsed, the earth trembled, and the Imperials seemed to disintegrate under the assault. When the dust cleared 30 seconds later, an entire city block was leveled, and the Imperials were all but gone. The few MACS struggling to stand were put down fast…and as the last shot echoed through the devastated area, the battle ended.

Ed slowly activated his mic, "Good shot Paladin Lead…I'm sorry there wasn't another way."

"So am I, but at least we held them." Franken responded.

General Knight contacted Ed "My forces will patrol the city in case there are some Imperials still in the area."

"Ok." Ed said "Is it possible I can borrow a Nightshade, General?"

"Why?"

"Well, I need to…um…move some material possessions." Ed said. "My house is in Miramar, and since the Imperials came close ot wiping it out this time, I just want to get stuff out of there in case they come back."

"Well, I guess I could give you one for about an hour." Knight replied.

"Thanks"

***

30 minutes later 

Ed was still going through all the stuff in his house trying to figure out what to save. Mark, who was helping him, walked up to Ed.

"What about the coat-of-arms?" Mark asked.

Ed looked up, hanging over the parlor fireplace was his family's crest. It had something to do with the fact that his family had been Barons of a region of Corneria, long before even his parents. The thing that intrigued Ed the most was an angular drawing of a snarling wolf emblazoned on the bottom of the crest.

"Good idea, I'm going to need it if I want to complete the squadron logo." Ed said as he got up to take the crest down.

"Wait…what?" Mark asked

"Every mercenary squadron needs a logo, and I think the coat-of-arms gave me an idea."

"Okay…whatever. Is there anything else we need to take?"

"Just one more," Ed said as he started to walk to the garage.

Ed entered the garage, took the tarpaulin off the one car in there, and simply said, "this."

What he pointed out was his car. It was a black 2535 Potomac Grand-Am, (exactly the same as a 1985 Pontiac Grand-Am in the real world). He had an obsession with the car, so he wanted it saved rather than taken and melted down by the Imperials.

"Ed, why save the car?" Mark asked

"So I can drive if I feel like it. I mean we have tons of extra room in the _Black Knight's _hangar bay. If you wanna save your shit, go ahead. We can make a return trip to your house if you want."

"Well…I do kind of want to save my car…fine. Let's just hurry up." Mark responded.

***

With plenty of time to spare, they made two trips to the _Black Knight_, offloading all the stuff the two didn't want the Imperials to get their hand on, including Ed's Grand-Am and Mark's Hummer. Ed took the time to ask ROB-2 for a situation report.

"So far the Imperials are licking their wounds, same as us." ROB-2 nonchalantly replied. We've inflicted slightly more damage to them than they did to us, but then again they have more ships. At least 2.5 times as many ships to be exact. If they come at us _en masse_…"

"Then we cannot hope to stop them, I know" Ed said. "If that happens, I want you to let me know instantly, and then contact all command staff of the CDF and DSF so I can talk to them."

"Why?"

"You'll find out." Ed answered.

***

ISS Andross, same time 

Emperor Caine was pissed. His ground operations were not going as planned. "What do you mean the CDF has access to better MACS than us?"

"Just like what it sounds like, sir. 15 MACS that can easily turn our _Gladiators _into scrap metal obliterated our team sent to Sec-Weap Lab 3." Responded General Miles Bison

"I thought the MAC program was scrapped?"

"Apparently not, and these same 15 MACS, along with DSF and CDF forces, obliterated our assault team in Miramar." Bison responded.

"Great…and what about the dropships?"

General Fred Caiman fielded that question. "Bombing raids continue, we're taking heavier losses than we predicted."

"But you can still achieve the objectives?" Caine asked

"All we have achieved is the taking of Glengarry Isle, which did not have any weapons facilities, contrary to what you thought. All our other objectives are not being met due to the extremely heavy resistance."

Caine couldn't believe it. He had expected the CDF to buckle, but instead it seemed like his acts of terrorism had only pissed the Cornerians off.

"Fine, there is only one option, a full-scale mass assault. At 1200 tomorrow, all naval ships will converge on the Cornerian/Damocles fleet. At the same time, all ground and air forces will launch at assault on Corneria City. This will crush the Cornerians once and for all."

Caine smiled, confident of victory _Three months wasn't such a long time to wait. _He thought.

***

1 hour later, CDF Military Base Alpha 

General Pepper called in the commanders of the planet defense units for a meeting. "It looks like we have done very well so far. Minimal losses, and all areas of importance are still in our control. Plus, the MACS that Ed, Fox, and Jason recovered from the lab will not fall into Imperial hands, and so they can't use them to make more powerful MACS."

"That's not necessarily true, General" Ed said, "I encountered Imperial MACS that were of Damocles design. This suggests that the Imperials got the plans through industrial espionage of some kind."

"Any theories on how?" Pepper asked

Nobody said anything, until General Mikhail Knight said one name "Oberon"

"As in the Oberon Corporation, the largest and most ruthless of rivals to Damocles Industries?" Fox asked.

"The same." Knight answered.

"How is that possible?" Captain Farrell spoke up "I thought Damocles had the tightest security of any corporation or military organization in the Lylat System!"

"No security is impenetrable." Was Knight's reply "In any event, this is a moot point, as we still have to figure out how to hold our ground against the remaining Imperials."

"I'd say we continue with what we have, as it seems to be working for now." Ed said "The bombing attacks distract the Imperials, and the defending units stop any incursions towards the major cities."

"That may work for now," Fara said "But what happens if they try a mass assault?"

"Well…I'd say we're screwed." Ed said "And I'm being realistic. We almost cannot hope to hold off that many forces. Best bet is to try a massive bombing raid early tomorrow morning to blunt that possibility. Otherwise, we may have to plan the unthinkable…retreat."

Ed let the retreat statement hang for a bit, nobody seemed to react well to that idea. _I don't want to retreat either, but faced with death or retreat…I'd pick retreat if a third option didn't present itself. _Ed thought.

"May I remind you I am in charge here." Pepper said "Unfortunately for me…that happens to be a good idea."

"Well, that is why we were here. Right?" Ed said

"Yes…" Pepper answered "In any case, the Imperials are falling back on both ground and space fronts for now, so you all are on break until something happens. I suggest you use the time wisely."

***

Fox caught up to Ed as he was leaving the base "What the hell was all that retreat shit about?" Fox asked.

"It's no shit." Ed responded "ROB-2 told me the Imperial fleet still outnumbers ours almost 3 to 1. If they attack en masse, the fleet will be crushed."

Fox was taken aback "And the same could happen with the ground forces…"

"Exactly. I don't like the idea any more than you, but if the Imperials wise up and rush us, we could all die fighting to keep the planet free. You, me, Katya, Mark, Fara…"

Ed stopped after he saw his statement about Fara had hit home.

Fox spoke slowly "I sure hope nothing happens to Fara, or else I'll never get the chance."

"What chance?" Ed asked

"I promised myself that after this all ended, I'll ask Fara to marry me. I know we're both young, but right now, I want to commit to spending the rest of my life with her."

"Good for you," Ed said

"You thought about asking Katya?" Fox asked

"Not really, I want to give it more time first, but maybe I just might ask her if I think the time is right." Ed responded.

"Well, I guess if any of these dreams are to become reality, we have to look at the possibility of retreat."

"Look, don't worry about it now. For all I know, the Imperials may not risk a mass assault. Just relax for now and enjoy the time we all have off."

"You're right…" Fox said, "Maybe I'll talk to Fara about…you know." Fox turned and walked away.

Ed thought to himself, _Marrying Katya…I don't know. I do love her, but that might be taking things too fast._

Ed walked to his Arwing, and decided to go to the _Black Knight _and rest a bit. There wasn't much else to do during a time of war.


	7. Exodus part 1: Death of the Vixen

Shattered Lylat: The Fragmentation War

Chapter 5

Finally,

Your final resting day

Is without me

I weep

And think of brighter days

What about me?

You can't take back, the one mistake

That still lives on after life it takes

In that one day, that changed our lives

And bitter memories are left behind 

****

The Offspring- "End of the Line"

__

***

Cornerian Orbit, September 24, 2550, 1000 hours 

Ed flew his Arwing out of the _Black Knight's _hangar bay and headed down to the surface to commence patrols. He noticed that the Imperials weren't trying anything, and that made him nervous. _They aren't even sending out their own patrols. What the hell is going on here?_

He didn't know that two hours from now, his worst fears were about to come true.

***

"This is Fox, nothing going on over here, moving to next sector. With all respect, Lt. General Davidson, I don't like this one bit."

Fox was patrolling along with his squadron and Rouge Farrell's Fortune Squadron. They were patrolling the northeast sector of reported Imperial LZs, but so far, nothing showed up.

"I don't like it either" came Rainier Davidson's voice over the comm. "That's why we need to find the Imperials and see what they're up to."

As Fox flew on, his thoughts turned back towards Fara. He hadn't proposed to her, but he had asked hypothetically if she ever wanted to marry. She said she wasn't sure, said it all depended on what was going on. This hardened Fox's resolve to find a quick solution to this war so that he could propose to her. He was sick of every day seeming like wasted time, time that he could've spent trying to propose.

What Fox didn't know is that this war would neither be quick nor simple, and he was going to lose a lot more than time in the long run.

***

Across the lines, CDF bombers made attacks on Imperial dropships, destroying 15 and a large number of groundcraft as well. This didn't elict a response from the Imperials, however, save for defending gunfire.

***

Cornerian Orbit, 1130 hours 

Fighter patrols reported to Admiral Collins that the situation had not changed, the Imperial warships seemed to just be hanging back, not even sending patrols of their own out. _This doesn't add up! _The arctic fox thought to himself. _This could only mean they might be gearing up for something big…_

Collins opened a channel to Admiral Smith on board the _Prometheus _and told him his thought

"I agree" Smith said "The Imperials are up to something. I'll try and get their attention."

***

Admiral Kevin Smith moved his battlegroup of 8 _Bayonet _cruisers into range of one of the Imperial fleets. The fleet simply consisted of an _Aggressor_ carrier and three _Intimidator_ Cruisers. When in range, the panda had all the cruisers fire their heavy naval laser cannons. The beams punched holes through all 4 ships, ripping apart the carrier and two of the _Intimidators_. The last _Intimidator _slowly limped after the DSF ships, scouring some armor off of the _Prometheus _with its own heavy naval laser. Smith dropped his cruisers back…and the _Intimidator _stopped pursuing.

__

What the… the Admiral thought. Then the realization hit him. "Admiral Collins, the Imperials are marshalling their fleets for a massive attack! That's why they didn't pursue me!"

"Oh…shit!" was all Collins could say. He knew that a mass assault would be devastating, and the CDF/DSF Naval Forces could not hope to win such a fight. "I'm letting General Pepper know about this right away!"

***

Fox did a high-speed flyby of numerous Imperial LZs. He saw that it looked like the forces were grouping _But for what? _He thought. Then it hit him. He contacted Ed. "Ed, you were right! The enemy ground forces are organizing for a major offensive…ALL OF THEM!!!"

"Fuck…I didn't think they'd try it. They really want us to be killed here." Ed responded

***

Ed got a communiqué from ROB-2, stating that the enemy fleet was massing for assault, and as per Ed's orders he had contacted all military commanders to tell them that Ed wanted to meet with them immediately.

Ed radioed in to General Pepper "General, enemy forces massing for major assault. I am returning to base in 2 minutes. I want to meet with every military commander when I get there."

"Why?"

"Because I have a plan to get us out of this shit alive."

"I'll see what I can do."

***

Briefing Room, CDF Military Base Alpha, Corneria City, 2 minutes later 

Ed was talking to all the CDF and DSF generals and admirals, either in person or by vidcom. He also had asked that Fox and Jason show up for the meeting, since he valued their input.

"Trying to defend against this massive assault is suicide, plain and simple." Ed said "In all aspects we are vastly outnumbered."

"So what do we do?" asked Vice Admiral Jason Gestahl.

"We run. I hate the idea, but now it's our only option. Let the Imperials have Corneria, and work out a way to take it back, because right now, playing defense is just going to get us killed."

"Unacceptable, merc," Gestahl's voice was dripping with contempt. "This is our home, we can't let it go."

"You aren't listening to a damn thing he's saying!" Fox shot back as he leapt to his feet "If we dig in, they'll just run us over! If we retreat, then we can live to fight another day!"

"Where would we go?" Admiral Collins asked

"Well, the Imperials bypassed Katina, that's a good place to start." Ed said

"What do you mean, to start?" Asked Mike Wilson

"The Imperials may or may not be satisfied with taking Corneria. If not, they'll want Katina next. So we need another location to fall back from Katina to."

"I suggest Zoness." Jason Kage said

"Too open…for the entire CDF." Ed said "Sector X is our safest bet. There is enough EM interference to prevent Imperial scans from detecting us easily."

"I agree," said the DSF Air Force commander, General Miles Locke. "But maybe splitting the fleet and sending about a third of it to Zoness first would be a nice distraction. "

"And…with it being close to Venom, the Imperials would fear a sneak attack and have to divert their fleets…good…very good." Admiral Collins said.

"What about civilians?" Gestahl asked

General Pepper cut in. "Arspace Dynamics has created an 'ark ship' that we were going to use for deep space exploration…but now we should use it to take civilians with us…just in case. We can take 75,000 from Corneria, and 75,000 from Katina. Arspace is handling all that as we speak."

"I think we should also keep a small force here to carry out guerrilla actions against the Imperials, you know, piss them off." Lt. General Magnusson said.

"I have a candidate." Pepper said as he hit a button opening another vidcom window. It displayed a red fox wearing a CDF uniform and had the rank of Colonel.

"Colonel J.R. Ackerson of the 5th CDF Rangers Battalion reporting, sirs." The fox said.

"Colonel, the situation on Corneria is, as you know, grim. We have decided to retreat from the planet and try to resist the Imperials elsewhere. What we need you to do is have your battalion stay on planet, and operate from the underground bases to carry out guerrilla actions against the Imperial occupation forces."

"I won't let you down sir. My men are the best at this line of work." Ackerson said. "Save for…the Shadow Wing."

"Well, we're going to need them where we're going, assuming Alpha Company ever signals us back." Magnusson said.

"Back to the issue at hand. Who will we send to Zoness?"

Magnusson responded "I'll take the 5th, 7th and 8th air wings there. All we need now is naval support."

"Let's have Commodore Snipes take the 4th fleet there." Admiral Collins said "They are largely undamaged."

"Okay then. We move out as soon as possible. Collins, make preparations to break the fleets out of orbit." Pepper said "As for you three." Pepper said to Ed, Fox, and Jason "We need you, as well as the rest of the defense teams, to buy time for the Royal Family and the command staff to evacuate."

"Got it." Ed said

"You can count on us" Jason responded

"Won't let ya down" Fox said

"Good, everyone is dismissed." Pepper said. The soldiers couldn't clear out fast enough.

***

5 minutes later 

They came by the hundreds. The ground and air forces of the Imperials were converging on Corneria City. Of course, they were 5 minutes early, but Caine didn't give a shit at that point.

Meanwhile, Ed was flying head-on at the oncoming fighters and combots, ready take them all on, and he was not alone.

For 10 minutes a massive aerial and ground battle raged. Nova Bombs exploded all around. Laser fire was exchanged, ARCHER Missiles and artillery rounds demolished tanks and MACS alike. Then the fighters of the CDF and DSF began to fall under the superior numbers, as did the tanks. Ed was relieved when he got the call to retreat to the base, where ships were waiting to evacuate them. As he flew back, Ed noticed gunfire in the middle of the city, and he flew down to investigate.

***

2 minutes earlier 

Lieutenant William Black was a pilot of Husky Squadron, and the unit's chaplain. This had earned him the nickname "Bishop" by his wingmen. Currently, he was on injury leave due to a chest wound he got during the Battle of Corneria 3 months prior. He spent this time by serving as the priest at St. Mary's church in Corneria City. He had voluntarily chosen to stay behind after the city was evacuated, since he was still a soldier of the CDF. When he saw two Diamondback Tanks, two _Flanker _MACS, and 10 Imperial soldiers heading for the church, he grabbed the rocket launcher and K21 that Captain Grey had let him appropriate from surplus storage. He also grabbed a megaphone. The gray fox got up on the balcony of the cathedral and shouted into the megaphone. 

"Hear me, Imperial scum! As God as my witness and as my protector, thou shalt get thine ass kicked!" 

With that, he opened fire with the K21. The Imperial soldiers flew through the air as the bullets hit them, and they crumpled over dead. Machine gun fire from the tanks forced Black to take cover, and he returned it with the rocket launcher, destroying one of the Diamondbacks. As the three remaining units brought their guns up, 4 black Arwings thundered overhead, using lasers and LRMs to reduce the MACS and the tank to scrap metal.

"Well, if it isn't Billy "Bishop" Black." Ed Wallace's voice came over the external speakers "Long time no see."

"Good timing, Ed. And you're right; it has been a while. I haven't seen you since the Academy." Black responded

"Listen, things have gone to hell here, so the CDF is deciding to get out of here. Head to the base and board the _Black Knight_." Ed said

"Okay, I'm on my way there" with that, Billy ran towards the base

***

_2 minutes later_

Ed was not surprised to see the ships waiting were the _Great Fox_, the_ Black Knight _(which he knew about),and the _Phantron_. Ed parked his Arwing in the hangar bay of his cruiser and was glad to find that his squadron had survived unscathed, as had Shadow Wing and Starfox. However, Ed found out Fox had seized the base's comm unit and was frantically shouting into it.

Ed then found out why that was.

***

Cornerian Plains 

Fara and her squadron had been trapped by the enemy, and were unable to disengage. The squad was down to Fara and two other pilots, and they were trying to stop the enemy from reaching the ships, as well as stay alive.

Fara's comm crackled. It was Fox. "Fara, get the hell out of there!"

Fara rolled to avoid gattling fire as she responded "I'm sorry, but I can't! Things are too hot up here! Go without me!" Fara could see the base from where she was, and she knew Fox could probably see her as well.

"Fara, I'm begging you, please get out of there! We're all ready to go!" Fara could see Fox was on the verge of breakdown. She didn't even see the particle beam that hit her Arwing's cockpit. The glass exploded out, and consoles blew up. Fara felt a sharp pain in her right side, and noticed a shard of glass had stabbed her in the torso, blood flowing profusely from the wound. She was hit with a wave nausea, her vision tunneling.

"FARA!!! Are you okay!?" Fox shouted

"Hit…pretty bad. I'm sorry Fox but there's only one course left for me now. I'm going to take my ship right into the middle of the oncoming forces…and…"

"No! You can't!!!"

"I have no choice now. Goodbye, Fox. I love you." Fara said as she disabled the comm. Fighting unconsciousness, she flew at the oncoming ships, gunfire tearing away at her Arwing. She flew dead on at a _Shogun Warlord _MAC, released a nova bomb, then rushed to meet her oblivion as the MAC and her Arwing crossed paths.

***

Looking through field binoculars, Fox watched as Fara's Arwing sliced through the _Shogun Warlord_, and was then thrown into the air as it was consumed by the nova bomb, along with numerous Imperial vehicles. The last thing Fox saw of Fara was her flame engulfed fighter falling to the ground. "No…" Fox said as the binoculars and the comm unit slipped from his grasp. "I'm going after her!" Fox said as he ran towards his Arwing.

Ed caught up to him "No you aren't, that's suicide!" he said grabbing Fox by the arm.

"I don't fucking care!" Fox shouted as he tried to pull away, tears running down his face.

__

I can only imagine how bad he must feel, but we don't have time for this shit. Ed thought.

Ed brought his fist back and caught Fox on the jaw, knocking the vulpine unconscious. Ed picked up his unconscious comrade and ran over to the _Great Fox_. He handed Fox over to Falco "Put him in his quarters, lock 'em down, and don't leave any guns or sharp objects in his reach." Ed said.

"Uh…sure…whatever." Falco said

"I'm not kidding. He's tweaked. He just saw Fara die, and I don't think you want to leave things to chance." Ed said.

"Right." Falco said as he pulled Fox inside the ship and shut the door.

Ed heard explosions nearing, and decided to get moving back to the _Black Knight_.

***

Black Knight, 30 seconds later 

"Is everyone on board?" General Pepper asked once Ed stepped onto the bridge

"Everyone…that could make it." Ed said solemnly. "Fara was the only wing commander out of the 6 CDF defense wings that didn't survive. In fact…Phoenix Squadron is all gone. All members of the royal family did make it, however." Ed had learned that the _Phantron _was being used as the temporary transport for the Davidsons. _Makes sense, Dante is in Shadow Wing, and a stealth ship would be ideal for transporting VIFs._ Ed thought. He was also glad to have learned that Billy had made it as well.

"Well, then we must get moving." The General said "All ships prepare to move on outbound vector towards Katinan jump point near Meteo."

As the ships began to take off, an emergency call came in from Vice Admiral Gestahl. "The Imperial Fleet is hitting us pretty hard! Don't know how long we can take this!"

"You just need to hold for 15 minutes." Pepper said

"We'll do what we can." Gestahl responded.

END CHAPTER 5


	8. Exodus part 2: Collision Course

Shattered Lylat: The Fragmentation War

Disclaimer 5: I own the _Ikaruga_-class ark ship/space fortress. I own the character of Captain Sean Forrest, and the aforementioned Miles Locke (from chapter 5). I also own the _Rook_-class battlecruiser. And if I forgot to mention it before, I own the _Zeus_-class Particle beam frigates. I also own the _Flayer-_class frigates for more info on what I own, refer to the disclaimers of previous chapters. And now back to our story.

Chapter 6

"All hands brace for impact!" Captain Picard- _Star Trek: Nemesis_

***

Corneria City 

The three Cornerian warships flew over the CDF Academy, and Ed could see the Imperial army laying siege to it. "Those bastards!" Ed said as he pounded his fist on the _Black Knight's _tactical console. "We have to help them!"

"Oh…we'll help them," Pepper said "But I think they can defend themselves just fine."

As if on cue, underground silos around the academy grounds opened, and Arwings and MACS bearing the gold and green colors of the CDF Training Cadre swarmed out, taking the fight to the Imperials. The Imperials were caught by surprise, but started to return fire.

As units on both sides began to fall Ed asked, "Where the hell did they get the MACS from?"

"More secret projects." Mike Wilson responded from the bridge of the _Great Fox_.

The Imperials, despite the Training Cadre's best efforts, were gaining the upper hand. "Time for phase 2." Pepper said "_Ikaruga, _you are cleared for launch. Same for _Rook _and _Castle_."

Ed watched as the parade grounds of the academy opened up and a massive ship 3 miles long flew out from underground. It was painted white with a mottled black and gray pattern. It also had green trim stripes, to signify it belonging to the CDF. It was escorted by two brick shaped vessels that, due to engine placement, looked like sideways castle towers.

"The _Ikaruga _ark ship and the _Rook _class cruisers _Castle _and_ Rook_." Pepper said "All cadets, retreat to assigned cruisers!" 

The units of the training cadre began to fall back to the ark ship and its escorts, but heavy Imperial gunfire was preventing them from making the job easy.

"General, the cadets will be slaughtered unless we help with the evac. I have a plan." Ed said as he took off towards the _Black Knight's _hangar. When he reached the hangar, he powered up the _Galvatron_ the MAC he recovered from the lab, and opened the hangar bay doors.

"All cadets, this is the _Black Knight. _We will assist in evac. Same goes for _Phantron _and _Great Fox_."

Ed saw some of the cadets divert and head towards the _Black Knight_. However, enemy MACS and fighters followed them. Ed brought the MAC's assault rifle up and opened fire. A couple Invader III fighters disintegrated under the assault. His particle cannon blew a hole right through an enemy _Flanker, _dropping it out of the sky. Ed covered for the cadets as they entered the ship, the last cadet's Mac he had to haul in with his own. In all, Ed helped 12 cadets into the ship. Mark showed up in his Arwing to provide more cover for the cadets, as did Damien and Karl. They helped the cadets reach the other ships with minimal losses. Then a call came in.

"We're picking up more fighters, as well as a _Saruzin-II _escorted by two _Grazan-II _carriers!" ROB-2 reported.

"This is Captain Sean Forrest of the _Ikaruga_. We'll handle this." The coyote then barked a command "Initiate Fortress mode!"

Ed watched as panels on the side and top of the ark ship opened up to reveal numerous laser and missile turrets. Ed guessed at least 50. The front of the ship also deployed two massive heavy naval particle cannons. The three Imperial warships closed on the _Ikaruga_, and right towards their destruction.

The _Ikaruga's _forwards lasers and missiles opened up on the three ships, depleting their shields almost instantly. Then the particle cannons fired, blowing the two _Grazan-II _carriers apart, their broken hulls falling all over the city. The _Rook _cruisers dispatched of the _Saruzin-II_ with their own particle cannons. Then the _Ikaruga _strafed the ground with lasers and missiles, obliterating many of the enemy forces attacking the Academy.

"Holy shit!" Ed shouted over the comm. "The _Ikaruga _kicks ass!" 

Jason Kage cut in "What does the name mean, anyway?"

Dave Cheng had the answer "It's a Japanese word that means 'spotted dove'."

"That makes sense," Ed said "On the one hand, _Ikaruga_ is a peaceful ark, and on the other hand, it's a bad-ass of a space fortress."

"I think that sums it up best" replied Captain Forrest.

"Well, looks like we've done all we can, let's get out of here before the fleet gets overwhelmed," said General Pepper.

The 6 Cornerian ships headed out of orbit, leaving a burning Academy and city behind.

***

Cornerian Orbit, 10 minutes later 

"Goddamn it! I am not asking much, I'm just asking you to hold out against overwhelming odds!" Admiral Collins shouted at Vice Admiral Gestahl. "We just have to buy time for the _Ikaruga _to escape to the Meteo region."

"I know that, but my ship is getting the piss kicked out of it, sir." Gestahl responded. Gestahl actually may have been understating. The _Galaxian _had lost almost all shielding and 45% of its weapons. Decks 4 through 6 had sustained heavy damage and were going to be uninhabitable for some time.

"I realize that, but this is almost over." Collins said as he fought to stay standing, as a volley of laser fire from the Imperial cruiser _Bismarck_ rocked the _Guardian_. A couple bridge consoles flared out, and the transmission between the _Guardian _and the _Galaxian _was cut.

"Damage report!" Collins barked

"We've lost ventral shields, all other shields at 30%, weapons at 45%, decks 9 and 10 have numerous hull breaches, hull integrity at 60%." Reported the Tactical Officer 

"What about communications?" Collins asked

"Critically damaged. Everything beyond the _Ikaruga, _which is 10 km away, is uncontactable." Reported the chief engineer

"Sir! More Imperial ships incoming! Two _Flayers, _and two _Intimidators_!" the TO reported. "They are locking on to us!"

"Open fire with whatever we have left on all 5 attacking vessels!" Collins shouted

The _Guardian's _remaining weapons sent lasers and missiles at the 5 Imperial attackers, but the shots only dissipated against the shields. The only damage inflicted was a couple missile hits on the _Bismarck_. The Imperial return fire was devastating. All 5 ships used their heavy naval laser cannons to blow through the minimal shielding on the _Guardian_, tearing massive rents in the hull. The shot from the _Bismarck _cored almost all the way through the _Guardian_.

On the bridge, Admiral Collins was thrown from his seat as consoles exploded, the chief engineer going down in a hail of sparks. When the blasts subsided, Collins noticed the bridge was on a slant. "Report!" he shouted as he got to his feet.

"That last shot hit the command deck support structure. It could break loose from another hit. All shields are gone. Decks 7 and 15 have major hull breaches. Decks 8 through 10 have been cored through, and…we can't jump to hyperspace, the hyperdrive has been critically damaged. We are also losing life support and structural integrity" reported the TO.

Collins was momentarily stunned. He was trapped with no escape, and no options. _Well, except one_. Collins thought as he stared at the _Bismarck, _pointed directly at the _Guardian_. "I want the reactor red lined and have all power dumped into the weapons and engines. I want all weapons locked onto one of the 5 attacking ships and fired at 150% power. I'll handle the thrusters. Also, give me the _Ikaruga_ battlegroup.

"Audio only," the comm officer said

"_Ikaruga _and escorts" the Admiral said, his voice unwavering, "I'm about to give you one hell of a diversion, and you'd better make use of it."

He closed the channel "Helm, FULL SPEED AHEAD!!! RAM THE BISMARCK!!!"

The _Guardian _jumped forward, hurtling the ship at the _Bismarck_.

As the reactor redlined, the computer tried to warn the Admiral. Collins disabled the computer _This is a one way trip, I won't have to worry about the reactor_. When the distance between the two battleships was less than 1km, Collins ordered the guns fired.

Overpowered laser beams speared into the 5 attacking Imperial vessels, draining their shields, and causing hull ruptures on the two _Flayer _frigates. Then the _Guardian _slammed head-on into the _Bismarck_, punching through deck plating and armor as if it were paper and balsa wood. The remaining forward cannons fired, punching through the _Bismarck's _hull and piercing the reactor core, starting a destructive chain reaction.

Collins managed to stay standing during this, staring defiantly at the _Bismarck _as the bridge was torn apart by the fusion core exploding, taking Collins and his crew to the great beyond.

***

10 seconds earlier, aboard the ISS Bismarck 

Captain Mehta had no chance to avoid the oncoming ship, he tried to order a turn to lessen the damage, but the call came to late. As the _Guardian _rammed into the _Bismarck_, Mehta was thrown backwards, and he slammed into one of the guardrails on the bridge. He heard a dull snap as something in his back gave, and he crumpled to the floor. As his TO ran to assist him, the universe exploded in his face. The fusion core of the _Bismarck _had just gone critical.

***

From the _Black Knight_, Ed watched as the _Guardian _rammed the _Bismarck_, crushing the two hulls of the ships together. Then their fusion cores detonated almost simultaneously, ripping both ships apart. The shockwave from the blasts slammed into the 4 unshielded Imperial warships, destroying them as well.

"Dear God…" Ed said as the explosions subsided

"There was nothing we could have done." Mark said "The scans showed hyperdrive was disabled before the crash."

"However, it is one hell of a distraction," ROB-2 said "The blast caused an EMP burst that has scrambled the sensors of nearby Imperial ships. All CDF and DSF ships are using this time to escape, I believe we should do the same."

"Agreed" said Captain Forrest "We're going to use the Meteo jump point to escape to Katina. The asteroids should mask our sensor signal from any pursuers."

The 6 warships flew on through space, towards Meteo.

***

ISS Andross, Corneria Orbit, 2 minutes later 

"Impossible!!!" Emperor-General Josef Caine roared. "We outnumbered the CDF/DSF coalition, and yet they escaped? Not only that, but we lost one of our _Halberd_-class warships to them! And I hear they have more MACS now, which is another unknown variable! Now we have no clue where the scattered fleets are going."

"My lord, I warned you not to underestimate the Cornerians." Said a shadowy figure "They may not normally practice tactics of deception and brute force, but that doesn't stop them from doing so."

"Just because you and your buddies once worked for them does not mean you get to tell me how to fight them. Don't forget that…EVER!" 

"Enough bickering, you two" said Empress-General Katlin Stienburg. "This isn't achieving anything. I do have good news, though. The 4th Imperial War Fleet spotted 6 warships heading towards Meteo. They included the _Great Fox, _the _Black Knight_, a _Phantron_-cruiser, and that mysterious space fortress that showed up when we attacked the Academy."

"Tell the 4th fleet to engage them now, wipe them out, chase them into asteroids if you have to!" Caine shouted

"My lord, do you think it is wise to do so?" the shadowy figure asked the panther.

"I don't think…I know!" Caine laughed.

***

Meteo Border, 5 minutes later 

"What is the status of the other fleets?" General Pepper asked in his communication to Vice Admiral Gestahl

"Most of them got out, but with heavy damage." Gestahl responded. "Magnusson confirms that the diversion fleet is intact, and will leave for Zoness 1 day after reaching Katina"

"Good, we will speak again when we all reach Katina."

The transmission ended, and suddenly the _Black Knight's _Red Alert klaxons went off.

"Warning! Picking up 6 Imperial warships with numerous escort fighters closing in on us from behind!" ROB-2 reported.

"They must have spotted us when we were leaving." Captain Forrest responded from the _Ikaruga_.

"We have to stop them from destroying the _Ikaruga_." Ed said "I suggest we move into the asteroids and ambush them with fighter assaults."

"Good idea" General Pepper said "Have all fighters prepare for launch."

Ed ran towards the hangar bay, and began prepping his Arwing for yet another battle.

William Black walked up to Ed "Do you have any extra fighters lying around?" he asked

"Well…one of the cadets is wounded too badly to fly, but his Arwing is available. Will that do?" Ed asked as he pointed to an Arwing in the hangar bay.

"Yeah…I just want a chance to fight these guys." Black said, "On equal terms of course"

"All right, just form up on my lead when we're out there" Ed said

"Got it." Billy said as he headed for the Arwing. 


	9. Space Pool: followed by a Shell Game

Shattered Lylat: The Fragmentation War

Disclaimer 6: I own the identities of Shadow Wing Alpha Company. Their names are taken from characters of the Mega Man X and Metal Gear Solid series. The names are copyright Capcom and Konami, but the characters are mine. And if I forgot to mention this, Captain Rouge Farrell is my character. Captain Jared Elson is also my character

Chapter 7

Lister: Are we doing what I think we're doing?

Kryten: What's that?

Lister: Playing pool with planets.

-From _Red Dwarf_

***

Meteo, September 24, 2550, 1300 hours 

The _Ikaruga _blazed a trail through the asteroids, using its shields to deflect any rocks coming too close to its massive hull. Behind it, the 5 escorting warships prepared to fight the incoming Imperials, who were 5 minutes out.

On board the _Black Knight_, the BlackWolf squadron was preparing to fly out as well, to combat the fighter swarms the Imperials were sure to use.

"ROB-2, we are go for launch" Ed said into his comm. "Open the hangar doors"

"Confirmed, opening doors for launch" ROB-2 responded.

The hangar doors of the battlecruiser opened up, and 5 black Arwings exited. A few cadet MACS and Arwings followed them.

"Nice to know the time on leave didn't hamper your flying, Billy." Ed said to his temporary wingfox. 

"Yeah, it is." Billy said in response

Ed looked around. He saw 50 Wolfhounds from the _Ikaruga_, 15 cadet Arwings, the 12 Shadow Wing Arwings, but only 3 Starfox Arwings. _Fox must still be out. _Ed thought, feeling regrets at having to KO Fox in order to get him to leave Corneria. _It was the only way to get him off Corneria, and you know it. _Ed reminded himself. Since Ed and Jason were the two highest-ranking officers, they shared command for this defense mission. Ed keyed his comm to the MAC groups "Okay, all MACS are to stay back and guard the warships. Stop anything we don't catch."

"Affirmative, Captain" replied the leader of the MAC groups, a Captain with the CDF Training Cadre. Ed saw the 30 or so MACS from the Training Cadre fall back to escort the warships. _It's too bad we can't get some DSF support,_ Ed thought to himself. The DSF had suffered over 50% losses of ground troops and over 25% air force losses. They had been evacuated by dropships to the DSF fleet before they escaped to Katina.

Ed then contacted Peppy "Peppy, you had to fight here a year ago, can you give us some tactical advice on what to do and what to expect from the Imperials?"

"Well, the Imperial fighters will try to ambush us from behind the asteroids, or they might send web fighters to box in our warships. They might also use the MACS to ambush us from behind the rocks. To combat this, we should be ready to use nova bombs if necessary to detonate asteroids that the enemy may be hiding behind. Also, we should keep moving and not lose sight of allied fighters. Cohesion is necessary." Peppy responded. "We might also want to use the asteroids to our advantage, for cover and such."

"Ok, sounds good." Ed said. Then he contacted the _Ikaruga_. "How long before you can reach a safe point for hyperspace?"

"We have a spot 1500 KM ahead. ETA 5 minutes…or so" Captain Forrest replied.

"Okay, continue on course, do not deviate for any reason unless you have to in order to save the ship." Ed ordered

"Affirmative"

Jason Kage's voice cut in "I believe we should have the _Phantron _stay behind and jump in to Katina tomorrow. We should also have Shadow Wing hold back as an escort."

"Why?" Ed asked.

"The Imperials have no clue that the Royal Family is on board the _Phantron_, but they will assume that the ship carrying the royals will be one of the first to arrive at Katina. If we have the _Phantron _run silent at Meteo for a day, the Imperials will completely miss them."

"Are you sure the Imperials have no way to detect the _Phantron _other than by sight?"

"Yes," came the voice of Captain Robert Smirnov. "In fact, I know there are cavernous asteroids in this area, we can even hide the ship in one to evade detection even better."

"You talked with the Royal Family about this?" Ed asked

"Yes…and they agreed that it was a good plan, specifically, Prince Victor and Dante agreed. Rainier consented after we said he could stay back as part of the escort. Isis always stays with her husband." Jason said

"Okay, we can implement this plan," Ed said, somewhat apprehensive about the risks, but he thought the plan sounded solid, which right now, was what the CDF needed. "Now back to the main issue. Enemy fighter vanguard closing in dead ahead. ETA to contact, 1 minute. All wings report in."

"Cadet-1, we're ready" replied the Training Cadre's squad leader.

"Starfox-2, we're ready" came Falco's report.

"Fortune-1, ready to go" reported Captain Farrell

"Shadow-Beta-1, all fighters go" replied Jason

"Red-1, ready to go." Reported the commander of the _Ikaruga's _Wolfhound fighters.

Ed was last to report "BlackWolf-1, ready-op. Let's get 'em."

Over 80 Arwings and Wolfhounds flew through the asteroids, ready to take on the swarms of Imperial Invader III and IV fighters, as well as the MACS.

***

ISS Interdiction, Meteo, same time 

"Sir, we are reading approximately 80 CDF fightercraft heading towards our vanguard." The TO said to Captain Shanix, captain of the _Interdiction_, an _Intimidator_-class cruiser.

"Very well, have the MACS ready for ambush, let the vanguard take on the fighters, and get ready for the pincer attack. Launch all web ships to try and cut the CDF warships from escape." Captain Shanix responded

"Roger that, launching Tholus squadron to created web trap." The Air Boss said.

"Soon, these Cornerian fools will be crushed under Caine's iron fist." Shanix said proudly as he watched the two forces of fighters draw closer on the sensor map.

***

Meteo 

"Contact, 1 km and closing! Preparing to engage!" Reported Cadet-1.

"Roger that, Cadet-1, moving in to cover you." Ed replied "Okay, all fighters, you are clear to engage, but watch for ambushes!"

Up ahead, two of the cadet Arwings released a salvo of LRMS at some distant enemy fighters. Ed could see explosions, but he wasn't sure if any hits had been scored. He boosted ahead to get to the fighting as his radar screen lit up with over 300 enemy contacts. _Standard swarming tactics, nothing I haven't seen before_, Ed thought as he armed a nova bomb. He gained visual contact on a flight of Invader IVs that were making a break for the capital ships. Ed fired the bomb, and all 20 fighters were obliterated, as well as two asteroids. The asteroid fragments crushed an unwary Invader III. Still more fighters came. Ed went to work on the fighters, Will and Mark following him. The three fighters dodged between the asteroids, taking out Imperial fighters left and right. Then, from behind a large asteroid, 5 _Flankers _jumped up ready to ambush the pilots. Ed banked left, Mark banked right, and Will went "up" away from the gattling fire. Will took a couple bullets to the right wing, and fought to level out. As the enemy MACS adjusted their aim, Karl and Damien came from behind and used Flechette Maverick Torpedoes to slice through the fragile rear armor of the _Flankers_, destroying their stabilizing gyros, and tearing apart two of the MACS completely.

A call came in from Falco "I've spotted the enemy capital ships! I read 2 _Intimidators_, 2 _Flayers, _and 2 _Grazan-IIs_."

"Okay, Falco, you distract the capital ships, I'm bringing up my squad to help." Ed said as he boosted towards Falco's position, his squadron close behind. Suddenly, 40 or so webships flew right past Ed. _Shit!_

"I just saw 40 webships go by headed directly for the _Ikaruga_!" Ed reported "They may be trying to box in the capital ships!"

"Confirmed, BlackWolf-1," reported the MAC leader "We'll handle them."

Confident the MACS could do the job, Ed continued leading his squadron towards the enemy fleet.

***

Group Captain Jared Elson of the CDF Academy Training Cadre activated his _Galvatron's _weapons as soon as he heard Ed's report on incoming webships. As the first contacts showed up on his radar, Elson leveled the MAC's assault rifle in the general direction of the contacts, and hit his overboosters. The first webship drifted into his sights, and he opened fire. The tracers flew on target, hitting the webship dead on. The fragile ship twisted and exploded as the bullets punched holes though its thin armor.

"Splash one, everyone pick a target and get to it!" Elson shouted to his MAC squadron.

The cadets fought surprisingly well, cutting down 15 more of the lightning fast webships before they reached the capital ship fleet. The webships blew by the _Ikaruga_, and began to weave a massive blocking web only 2km in front of the fortress vessel.

"Somebody find a way to take out this web!!" Captain Forrest yelled

"I have a plan" came ROB-2's metallic response.

The _Black Knight's _omni cannons fired two plasma bolts at the web. The plasma exploded, melting away the web, and engulfing 10 of the webships in the blast. The remaining 14 webships fled, laser and machine gun fire chasing them back.

"Good thinking, ROB-2." Forrest said.

"Thank you" ROB-2 said

Elson contacted Ed "BlackWolf-1 this is Defender-1. The webships are in retreat."

"Good work, Group Captain. Return to defense stance" Ed responded

***

Ed flew between two asteroids, which collided together, crushing two pursuing Invader III fighters. Ed looked ahead, and saw the 6 Imperial warships progressing thorough the asteroids. Ed checked his radar, and saw that the training cadre's Green squadron, along with Starfox, Shadow Wing, and his own squadron, were nearby and in perfect position to strike. 

"Green Squadron, Starfox, and Shadow Wing, form up on me." Ed ordered.

30 Arwings and 10 Wolfhounds formed up with Ed's Arwing. They closed on the capital ships. When they were 5 km away, the remaining webships dropped in front and tried to weave a web to stop the fighters. The 40 CDF ships simply slipped through the gaps and eliminated the webships. One of the _Intimidators _opened fire with its defense lasers, but was not scoring any hits. Ed, Mark, Will, Jason, Katya, Damien, Karl, and Falco flew in and opened fire on the enemy cruisers engines The missiles hit, and the engines blew out. The ship kept going however, due to the laws of physics, and crashed right into the web. The web sliced through the ships armor and deck plating like a hot knife through butter. The ship exploded into massive fragments, and the explosions broke apart the web as well. The other fighters swarmed around the carriers, destroying them with Nova Bombs. One of the _Flayers _tried to hit Ed with its Naval Laser beam, but Ed fired a salvo of LRMS at the focusing lens, shattering it. The laser beam deflected backwards into the frigate's fusion core, taking it apart in a giant explosion. 

"The two remaining warships are accelerating!" Slippy reported "Also, remaining enemy fighters are falling back!"

"Looks like we pissed them off, now let's have them try and chase us down. All ships back to the battlegroup!" Ed reported. 

Ed was the last to leave, expertly dodging a missile salvo and a few autocannon bursts. As Ed dodged between asteroids, the _Flayer _blasted them apart in an effort to cancel Ed's ticket. Ed hit the retro thrusters and fired a nova bomb at some metallic asteroids. The blast shoved 3 asteroids at the _Flayer _and the _Intimidator_. The _Flayer _barely dodged the first, but the second hit it amidships. The fully charged laser capacitors detonated as the asteroid crushed the frame of the Imperial frigate. The frigate jackknifed as its autocannon ammo detonated, and blew the front of the ship apart. The back end remained welded to the asteroid, as two bent and charred stabilizing forks spun off into the darkness. The asteroid the _Flayer _dodged rammed the _Intimidator, _which was the _ISS Interdiction_, head-on, crushing the forward decks. The ship spun to one side as it fought explosive decompression, and then the third asteroid hit the bridge, decapitating the ship, and taking some of the higher decks along for the ride. The ship shuddered from subsidiary explosions, then the lights failed, leaving a dark, lump of metal tumbling through an asteroid field. Captain Shanix never saw it coming.

"All capital ships eliminated!" Ed said. _And by a nice trick shot if I may say so myself_. He thought.

"Yeah, I saw that." Mark said, "What were you thinking?! 8 ball, corner pocket?"

"Maybe…yes…exactly…" Ed said. Ed had been known as one hell of a pool player in the Academy, using his unerring accuracy from firearms training to pull of incredible trick shots.

"Well, whatever works." Falco said "Looks like the remaining Imperials are bugging out. Guess they aren't so tough without capital ships to back them up."

"Good, we are now ready to make the jump to Katina." Captain Forrest reported. "We are going with _Rook _and _Castle_, _Great Fox _and _Black Knight _will follow 5 minutes later. Also, we are picking up a transmission from the _Great Fox_. It's from the cadets guarding Fox. They say Fox wants to talk with Ed, on the observation deck of the _Great Fox_…alone"

"Tell Fox I'll be there." Ed said without delay. _He probably wants to kill me for forcing him off Corneria, but maybe I can get him to rationalize_. Ed thought.

Ed flew into the hangar of the _Great Fox _just as the _Ikaruga _and its two escorting _Rook _cruisers jumped to Katina.

***

Great Fox observation deck, 30 seconds later 

Ed walked past the two cadet soldiers standing guard, and up to Fox, who was staring out the window at Corneria.

Without taking his gaze from the window, Fox spoke softly "I'm unarmed…you can tell the cadets to leave, because this is between us."

Ed gestured for the cadets to leave. The one in charge, a black bear, started to protest, but Ed gave him a sharp glare. The bear silently left with his partner. When they left, Ed turned back to Fox "What do you want now? Besides my head on a spear."

For a second, Fox said nothing, then he spoke again, "Why?"

"What?"

"Why? Why did you knock me out?"

"You were beyond reason. You were going to try and save Fara even though she was obviously beyond help."

"You didn't know that!"

"Yes I did, and so did you, but you couldn't see that it was a lost cause! You were determined to save somebody's life for a change, rather than hear about someone dying and then wishing you were there! But if you had gone out there, you would have been killed too!" Ed shouted

"So…a lost cause…well, since I seem to chase after them a lot, it's time to change. I think I'm going to quit. Fighting to stop the Imperials has become a lost cause since we lost Corneria."

"You're going to quit flying and fighting against oppression because you couldn't save Fara."

"Exactly"

Ed couldn't believe this. The greatest pilot Corneria ever had was going to up and quit because he couldn't save someone. He spun Fox around.

"Listen! I know you're upset that Fara died and you couldn't save her! But what you have to understand is that shit like that happens! Sure, you'll be sad, and want to give up, but you have to get over it! Because if you don't, Fox, there is going to be more than one Corneria, and you may be called upon to avenge more than one Fara Phoenix! Also, if you quit now, what kind of a way is that to honor Fara? She died protecting the Davidsons. She died for Corneria! And now you need to make sure her death wasn't in vain!"

Fox stood there, stunned. His brain absorbing all that Ed had said. _He's right…damn it he's right! I have to avenge her, and end this war before more good Lylatians like her die!_

"Ed…you're absolutely right. I can't quit now…can't quit ever! I owe it to Fara to take back Corneria, find the ones responsible for her deat, and make…them…pay!"

"Knew you'd come around eventually…sorry about having to force the point into you…twice."

"No, I'm sorry. I should have realized after you hit me that it was the right thing to do. By the way, I heard the _Phantron _is staying behind for 24 hours with the Royal Family and General Pepper, is that true?"

"Yeah…" Ed said apprehensively. 

"Worried about Katya?"

"To be honest, I'd be more worried if Katya was jumping in with us now. With the Davidsons in hiding, the Imperials will never be able to find them; they definitely won't expect a 24 hour wait for the Royal Family to arrive."

"Better get back to the _Black Knight_, we're jumping out soon."

"Okay, see ya on the other side." Ed said as he turned and left.

Ed flew back to the _Black Knight _just before it made the jump to Katina.

***

__

ISS Andross, Corneria Orbit, same time

"I don't fucking believe this! They escaped! So much for assassinating the royal family!" Josef Caine shouted.

The shadowy figure spoke up "Not to worry, we have the royals right where we want them. As I speak, two of my best agents are…shall we say 'persuading', two members of Shadow Wing to betray their own comrades."

"Excellent."

***

SWS Phantron, Meteo, same time 

Ivan Marlowski walked down the hallway leading to his personal quarters on board the _Phantron_. The cougar entered his quarters and turned on the light. He paused, for sitting on his bed was a lithe tigress wearing a Shadow Wing pilot's uniform. Well…almost wearing. The jacket was unzipped, and Ivan could see she wasn't wearing anything underneath it. 

"Uh…" Ivan said "Who are you, and how did you get in here?"

"Who I am is not important right now. All you need to know is that I've been waiting for you, Sergeant Ivan Marlowski." The tigress answered as she slowly got up.

"Wait…how did you know my name?"

"I will answer your questions in due time, but first…" the tigress let the jacket drop.

"Uh…" Ivan said again as he stared at the tigress's naked chest.

"Like what you see?" the tigress asked as she walked towards Ivan

"Y-y-y-yes."

"Why are you nervous? You know you want this…I can tell." The tigress added as she put her hand on Ivan's crotch.

By now Ivan's mind had almost completely shut down. _Hmm…have sex with a tigress I never met who may or may not be a Shadow Wing pilot. Well, seeing as how I couldn't get any off of Katya or Jenna, _he reasoned…

"Uh…Ok."

"Thought you might say that" The tigress said as she suddenly flung Ivan onto the bed and then stripped off her pants. Ivan noticed that she wasn't wearing any panties either. The tigress straddled Ivan and began to remove his pants…

*** 30 minutes later 

Ivan stared at the ceiling of his quarters. The tigress lying next to him.
"That was…amazing." Ivan said to her

"Thanks. You weren't so bad yourself." The tigress responded almost lazily.

"Now, I think I might be time for some answers. Who are you and what do you want with me?" Ivan asked as he turned to face her.

"My real name is unimportant," The tigress began "I go by the name of Neon Tigress. I am an operative of the Shadow Wing Alpha Company."

__

Holy SHIT!!!!! Ivan's mind shouted. He had known the Alpha Company was secret, but having code names and being able to infiltrate another Shadow Wing vessel with ease was something he had never expected. "So, what do you want with me?"

"Well, I and the rest of the company have decided that the CDF cannot win this war, so we've switched sides."

"What?! That's treason!"

"Treason is a word used by the ones felt betrayed." Neon Tigress continued. "The fact is, I was sent here to recruit you. Switch sides, and become an Alpha Shadow like us."

"I'm, not so sure…" Ivan said as he slowly reached for the 9mm pistol he kept under his bed in a secret compartment.

"Take your time to think," Tigress said.

Ivan grabbed his 9mm and brought it up, only to find a magnum leveled at his forehead. "Done thinking?" Neon Tigress asked

"I may be elitist, but I don't see why changing sides is so great." Ivan said, not moving his gun away from Neon Tigress's head.

"How does $2 million sound?"

"Well…"

"How about $2 million…and me?"

"DONE!" Ivan almost shouted. _She should've just said she'd be my bitch. I wouldn't have cared about the cash._ Ivan put the gun down, so did Neon Tigress. "So, are you recruiting anyone else?"

"Not me, specifically. Another operative of ours is "recruiting" you friend Doug Cronin. You were both selected due to your elitist views."

"I see. So, what exactly do you want me to do, now that I'm part of the Alpha Company?"

"Well, first you must prove your worth. For that, you need to tell me where Prince Davidson and General Pepper are and when they will be arriving at Katina."

"So you can assassinate them?"

"Call it what you will, I prefer deletion."

"They're on the _Phantron,_ and will be jumping to Katina in 24 hours…but what will happen to my ex-comrades?"

"Alpha Company plans to attack and wipe out all Shadow Wing Beta Company forces along with the Royal Family and General Pepper. Of course, you and Cronin will survive."

"Whose idea was that?"

"Emperor-General Caine's. You sure you still want to go through with this?"

Ivan thought. _It would serve them right for wanting to betray the true intentions of Shadow Wing. Fine, they are dead to me._ "Yeah, I'll still go through with this."

"I thought you would." The tigress said as she got up

"Leaving so soon?"

"Unfortunately, yes. But we will meet again." She handed Ivan a CD while she was getting dressed. "This disc has all the information about our attack plan, and what you and Doug need to do."

"You're sure Doug will agree?"

"Trust me." With that, the tigress exited Ivan's quarters, leaving the cougar to think about what he had done. _My path to greatness begins here… _he thought as he grinned evilly.

***

__

Phantron, Jeffries Tube 13-B, 10 minutes later

Neon Tigress crouched inside the Jeffries tube as a female wolf crawled up to her. The wolf was also wearing a Shadow Wing pilot's uniform.

"You're late, Sniper Wolf." The tigress said

"I'm sorry, but Doug couldn't resist another round…and neither could I" the Wolf said with a toothy grin on her face.

"So, he's in as well?"

"Yes, as is Ivan I'm guessing."

"Yes. In 24 hours the attack will commence, and the Royal Family and General Pepper…will die."

"You left out the part about our misguided brethren being annihilated." Sniper Wolf said as she grinned even wider.

"Quiet, I didn't forget. Look, how long do you think we can have Doug and Ivan think we actually like them?"

"What do you mean 'think'? I happen to like Doug a lot. Sure, he's an elitist bastard, but he has a caring and compassionate side."

"Well, to be honest, I kinda like Ivan, although I think he may be a little too elitist." Tigress admitted.

"Oh, I think you can take care of that…" Sniper Wolf said as she giggled lightly.

"Heh…so do I. Enough aside, though, we should get out of here before those two go looking for us…or start talking about us." Neon Tigress said as she crawled to an airlock hatch and attached a codebreaker to the lock. The codebreaker opened the airlock hatch without setting off internal alarm systems. Sniper Wolf and Neon Tigress donned space suits and clambered into the airlock accessway. The airlock silently cycled them through, and the two Shadow Wing agents stepped out into space, the magnetic space boots gripping onto the _Phantron's _hull. The two agents walked along the hull until they reached two dark gray Arwings that were also magnetically attached to the cruiser. The two agents climbed into the fighters and took off, the Arwing's stealth generator keeping them from being discovered. 

***

Phantron Mess Hall, 2 minutes later 

Ivan walked up to the table where his friend Doug Cronin was sitting. Ivan could see the Gryfalcon was smoking a cigarette, which was the only habit Ivan had a problem with.

"You know if Captain Kage catches you with that, he's going to give you hell." Ivan said as he sat down.

"I don't care what he thinks, seeing as how he'll be dead in 24 hours. And besides, how else am I supposed to celebrate the best sex I ever had?" Doug replied raspily as he blew smoke rings.

"Not so loud. This isn't a secure location." Ivan said.

"Not my fault your self-image forbids you from meeting in one of our quarters."

"Look, that's besides the point. Just keep your voice down." Ivan looked around. There weren't that many crewmembers in the mess hall. The nearest one was 5 tables down. Still, he wasn't one to leave things to chance. Ivan pulled out his laptop. "Let's see what Alpha Company wants us to do, and what their plan of attack is." Ivan said as he slid the disc that he got from Neon Tigress into his CD Drive.

Both soldiers spent 10 minutes looking over the data. The plan seemed solid enough. The Beta Company would never see it coming

"This plan can't fail, Ivan." Doug said quietly "We're going to be famous as the assassins of the Davidsons."

"Not to mention our misguided ex-comrades." Ivan replied as he closed the laptop. "Remember, act like nothing is unnatural." Ivan stood up and walked out of the mess hall.

END CHAPTER 7


	10. Routine Patrol My Ass

Shattered Lylat: The Fragmentation War

Disclaimer 7: Husky and Bulldog Squadron belong to Nintendo. However, the characters of the pilots belong to me. William "Bishop" Black belongs to me, as does Sergeant Tom Janson.

Chapter 8

"Do ya see something out there?" –Sarge, _Red vs. Blue_

"It's quiet…too quiet" –Peppy, _Starfox 64_

***

Katina, Sept. 24, 2550, 1335 hours 

The _Black Knight _and the _Great Fox _dropped out of hyperspace within seconds of one another. Ed looked out from the bridge of the _Black Knight_. He saw Katina directly ahead of them, as well as numerous Cornerian warships in various stages of repair. Ed noticed grimly that few ships had survived the Battle for Corneria unscathed.

__

Well, at least most of us are still alive. Ed thought. Suddenly, the vidcom opened, and Lt. General Magnusson's face appeared.

"Good to see you arrived in one piece, Captains." Magnusson said "I'd like to see you both ASAP at my office on board the _Thunderbird_."

"I'll be there in 5 minutes." Ed said

"Same here." Fox replied from the bridge of the _Great Fox_.

The comms closed, and Ed headed for the hangar bay. He saw Mark was tuning up his Arwing, which had sustained a few minor hits during the fighting.

"Mark, I have to meet with Lt. General Magnusson. You're in command until I get back. There shouldn't be too much for you to do, ROB-2 is just putting us into standard orbit around the planet." Ed said

"Got it." Mark replied.

Ed jumped into his Arwing and flew towards the _Leviathan_-class battleship _Thunderbird_, serving as a de-facto command ship for the fleet that was going to Zoness.

*** Office of Lt. General Ron Magnusson, CDS Thunderbird, 5 minutes later 

Ed entered the Lt. General's office, Fox following close behind. The falcon seated behind the desk looked up and greeted them.

"Ed, Fox. Good to see you"

Ed and Fox saluted "It's good to see you too, sir." Fox said.

"Knock of that 'sir' crap." Magnusson said "If your father heard that…"

"Wait…you two know each other?" Ed asked even as Fox flinched slightly at the mention of his father.

"Yes. Fox and I go back a ways." Magnusson said

"Yeah. Magnusson was the 4th member of the original Starfox team. After Pigma's…betrayal, he went after Pigma, alone."

"Things didn't go so well. The whole Star Wolf team showed up, and I was nearly killed." Magnusson said continuing the story. "Instead of staying with the all but destroyed Starfox team, I returned to the CDF, and quickly rose up in the ranks to where I am now."

"Is this why Acting-Admiral Gestahl has a hatred towards mercs?" Ed asked

"Probably. He took twice as long to reach the equivalent naval rank as me. But enough aside, I didn't call you two in here for a history lesson." Magnusson said as he hit a button and a monitor behind him displayed casualty reports from the battle.

"As you can see, casualties were heavy, especially on the ground. The worst off were the Training Cadre. Their Second Regiment is all but a memory, the first is at 75% effectiveness…and Lt. General Frank Kent is dead."

"Wait, I thought he was only a Lieutenant?" Ed asked

"That's what it formally said on his papers, but in reality, and especially during wartime, he held a Lieutenant General ranking."

"How did he die?" Ed asked, curious as to how the Academy Headmaster had met his end.

"He was running towards his Arwing when the Academy was attacked by bombers. Despite the bombings damaging the hangar where his Arwing was, he somehow managed to get his fighter into the air, and he took out 10 enemy fighters before being cut apart by a _Gladiator_. His fighter was blown to bits, and he didn't punch out." Magnusson said

"At least he went out fighting, just as he taught us to." Ed said.

"Horrible way to lead by example." Fox said, then he quickly tried to refocus the conversation. "What are the total loss estimates for ground and aerospace forces?"

"The CDF suffered over 60% ground force losses, and around 40% aerospace force losses. The DSF suffered about 40% ground loss and 45% aerospace loss, but they still have all of the MODLs."

"Navy losses?" Ed asked

"The DSF escaped without any further warship losses, which is good, since we didn't do as well." Magnusson said. "In addition to the _Guardian_ and the _Hood_, we lost over 40% of our warships. Of those still remaining, 25% are heavily damaged, and some of those may be only good for scrap. As for dropships, we didn't lose any, fortunately"

"I'm guessing we didn't inflict as many losses on the Imperials." Ed said

"Close. We inflicted heavy losses to them, but they have reserves. And we don't. All in all, they suffered 40% ground force loss, 60% aerospace loss, and 40% of their warships. But as I said, they have reserves. The only place we decimated them was in dropships. Over half the dropships they used in the invasion were destroyed, those MODLs really made a difference."

"So. You're saying that things could've been worse." Fox said

"Much worse. However, There's another reason why I called you here. I want to know where the _Phantron _is, as well as the Davidsons and General Pepper."

"Well, Captain Kage came up with the idea of having the _Phantron _hide out in the asteroids for about 24 hours, and then jump in to Katina with the Davidsons and General Pepper. It will throw the Imperials off guard and keep the Royal Family safe." Ed said. "I had my doubts about the plan, but it seemed like a safe bet. It's almost certain the Imperials are keeping tabs on fleet movements at Katina."

"You're right about the Imperials spying on us. Our patrols have had skirmishes with enemy recon vessels near the jump points." Magnusson replied. "While I also have my doubts about Captain Kage's plan, it's too late to do anything now. Let's just hope the plan works."

"It will." Ed said, "At least, that's what I think."

"Well, the last plan we had worked. The _Ikaruga _made it here safely, right?" Fox asked.

"Yes indeed." Magnusson says. "Captain Forrest says the ship and its 75,000 civilian passengers are safe, thanks to your efforts. The ship is currently landed outside Katina City, to take on 75,000 more passengers."

"I guess we're preparing for worst case scenario?" Ed asked

"Which is?" Magnusson asked

"If the Imperials get pissed that we keep escaping them they're going to get genocidal and kill every Katinan and Cornerian they can find." Ed said.

"Unfortunately, yes, that is the worst case scenario." Magnusson said

"They won't do it." Fox said "They can't. It would suck the fun out of ruling over us."

"Good point." Ed said. "Besides, they have no clue where the underground cities on Corneria are, and they'll have a hard time looking if Ackerson does his job."

"Pretty much. Anyway," Magnusson continued, "I have an assignment for you two. I want you to bring the _Black Knight _and the _Great Fox _down to the planet, and land near the _Ikaruga_. Basically, I want your command ships to guard the _Ikaruga _for the time being. Also, I want your squadrons running patrols with Bulldog and Husky Squadron. I don't expect an immediate attack, but it's best to be on the safe side."

"Got it." Ed said

"Whatever you want." Fox said

"Good. You two are dismissed." Magnusson said.

Ed and Fox saluted and left the room.

***

Black Knight, 5 minutes later 

Ed walked onto the bridge. "Magnusson has ordered us to land the _Black Knight _near the _Ikaruga _and guard it. Make it so, ROB-2"

"Affirmative" ROB-2 began entering the necessary commands for planetary landing.

"And what are we supposed to do in the meantime?" Mark asked

"We are running patrols with Starfox, Husky, and Bulldog Squadrons." Ed said

"Hmm…Billy will be happy to know he gets to go back to his squadron." Mark said in reply.

"For now." Ed said somberly. "The Imperials are coming for us…and they ain't happy. It's just a question of when. That's why we have to patrol the planet for the time being."

"I know that." Mark said "I'm just trying to remain optimistic."

"Well, whatever works. Let's just get out there and patrol the area. I don't feel like getting surprised like we did on Corneria. I'm not going to have any Apocalypse missiles raining down on the planet on my watch."

Ed and Mark sprinted to the hangar bay, where Billy, Karl, and Damien were preparing their own Arwings for patrol.

"All right, you know the drill. Normal CAP. Report any anomalous readings. By the way Billy, you're being reattached to Husky Squadron, effective immediately."

"Got it." Billy said with a grin.

The 5 Arwings rocketed out into space, and towards Katina as the _Black Knight _slowly followed them.

Katina, 2 hours later 

9 Arwings and 16 Wolfhound fighters flew amongst the CDF and DSF warships on patrol. 4 Arwings belonged to BlackWolf, 4 belonged to Starfox, and 1 temporarily belonged to Husky Squadron, as Will didn't have another Wolfhound yet. Will was flying in formation with the 16 wolfhounds belonging to Husky Squadron 

"BlackWolf-1 here, This grid is clear, moving to the next one." Ed reported

"Husky-1 copies" said Captain Bill Grey. "We're moving to investigate grid 4"

"Affirmative," Ed said "We're proceeding to gird 12 as planned."

"Starfox-1 reporting," said Fox McCloud "grid 7 is clean. Proceeding to grid 8."

"We've been out here two hours…something had better show up!" Falco complained over the open channel.

"I feel the same way, Falco, but bitching about it isn't going to make anything happen." Fox replied.

***

Grid 4, Katinan orbit fringe, 2 minutes later 

The 17 fighters belonging to Husky Squadron flew into grid 4. Grid 4 was a mostly nondescript area of space, save for the abandoned wreck of the _CDS Delgado_, a _Justice_-class frigate that had barely survived the jump in from Corneria. The crew had to evacuate it after it suffered hull breaches following jump-in, which compromised the structural integrity field and power core containment.

"Look sharp, there was an ambush here a few hours ago." Bill Grey said

The fighters flew amongst the debris, sensors at maximum, trying to weed out any Imperial recon vessels. As William "Bishop" Black flew near the wrecked frigate, he noticed a faint reading near the wreck of the _Delgado_.

"Husky-12 here," Billy said into his comm, "I'm picking up faint readings near the _Delgado_."

"Can you confirm the readings, Bishop?" Bill Grey asked Will

"I'll take a look." Billy said "Somebody back me up."

"Husky-11 reporting, I'll back up Bishop." Said Sergeant Tom Janson, a red fox. Janson's Wolfhound formed up alongside Will's Arwing on the port side.

Will and Tom cautiously approached the hulk of the _Delgado_. 

"Reading's still faint, moving in closer." Will said

When he was only a few kilometers from the wreck. 10 _Flankers _and 15 Invader IVs suddenly flew out from the wreck, guns blazing

"SHIT!!!" Billy shouted as he jinked and boosted to barely avoid a barrage of lasers and gattling fire. "It's an ambush!"

Tom and Billy flew past the enemy units and turned around, lasers and missiles pecking away at the MACS. They began to fly back towards the rest of Husky and Bulldog Squadrons when the sensors lit up.

"Enemy capital ship emerging from hyperspace!!!" Bill Grey shouted.

An _Armageddon_-class Ballistic Missile Cruiser dropped out of hyperspace, and began burning towards Katina. 40 Invader IVs and 20 _Gladiators_ flanked the ship.

"They're going to launch an Apocalypse strike on the planet!" Tom Janson shouted as he fried an Invader IV with his Wolfhound's lasers.

"Attention BlackWolf and Starfox!" Bill Grey shouted into his comm "We have an enemy missile cruiser in Grid 4! We are under heavy attack! Please assist!"

"BlackWolf-1 copies, on the way." Ed Wallace said

"Starfox-1 copies, inbound. ETA 30 seconds" reported Fox McCloud.

Bill closed the comm, and then quickly barrel rolled to deflect a barrage of bullets from and enemy _Flanker_. He flew behind the enemy MAC and blew it in half with an LRM barrage. _Screw 30 seconds. This fight could be over in 3 if I'm not careful._ Bill grimly thought.

***

"So, Fox, bitching about it doesn't make anything happen?"

"Shut up Falco, this isn't funny" Fox shot back

"I agree. It was all just one hell of a coincidence." Ed said

"Call it what you will, I still say I'm psychic" Falco laughed.

"That's enough, we have a bigger issue now than avian clairvoyance." Karl Riker said, "We have to stop the Missile Cruiser."

"He's right." Mark said, "What's your call, Ed?"

"We handle the cruiser while Starfox hits the fighters and MACS."

"Sounds like a plan, kid." Peppy said

"Don't call me 'kid', old-timer." Ed shot back lightheartedly.

"Noted"

The 8 Arwings flew into the whirling melee, lasers and LRMS felling MACS and fighters. Ed watched as a gattling barrage blew Bulldog-4 apart, and then Billy and Tom cut down the _Flanker_ responsible.

"Nice shooting, Billy." Ed said

"Thanks. Need some help?"

"Maybe, I need to find a quick way to touch off the missile bays on the _Armageddon_." Ed said as he fragged 3 Invader IVs with a Flechette Maverick Torpedo.

"I have an idea," Damien said. "We fire all at once on the bays. It should drop the shields, and destroy any armor protection, and then…"

"…You're cooking with gas." Janson said completing the idea.

"I like it, a quick and dirty end to 14 nuclear missiles. Let's do it. All available ships, follow my lead." Ed said.

The BlackWolf Arwings, Billy's Arwing, and Janson's Wolfhound flew in, lasers, missiles, and Maverick Torpedoes flew on target, blasting away at the Imperial Missile ship's shielding, then the armor of the missile bays protecting the Apocalypse missiles, and then the warhead of missile #8. The missile exploded, and then took every other missile with it. The blast ripped away the front of the _Armageddon _in a hellish blast, and then caused the back end to twist and contort as more explosions shook it. The lights dimmed, and the ship spun slowly as the decks violently decompressed.

"Nothing like fireworks to celebrate success, eh?" Janson asked

"You know it." Ed laughed.

"All enemy units are breaking off or have been destroyed. Good work everyone." Bill reported. "Return to normal patrol patterns."

***

Katina, 5 hours later 

After 5 hours, nothing else out of the ordinary happened. Ed flew his Arwing in a reentry pattern to the _Black Knight_.

As he brought his fighter into the hangar bay of his command ship, Ed noted that the _Prometheus _was also part of the landing guard around the _Ikaruga_. He saw DSF and Training Cadre MACS standing guard around the massive ark as transport trucks began loading civilians onto the ship.

As soon as he parked his Arwing, a transmission came in from the bridge. "Admiral Smith would like to speak with you." ROB-2 said.

"I'm on my way to the bridge," Ed said.

"Actually, he wants to talk to you face to face."

"Okay, then, tell him I'll be right over."

***

__

Bridge of DSS Prometheus, Katina, 2 minutes later

The elevator doors to the bridge opened, and Ed Wallace stepped on to the bridge of the _Prometheus_, a _Bayonet_-class warship, found only in the DSF. The ship, as he had seen, had a wedge shaped bridge section, attached to a brick-shaped Engineering Section. The two sections were attached by a 45-foot long diagonal shaft, which housed the elevator Ed had taken up. 

"Captain Ed Wallace reporting…Admiral" Ed said, as he slowly saluted. _I'm not sure if I should adhere to hierarchy rules here…he's not CDF, but he's fighting alongside us._

"Welcome aboard, Captain." Admiral Kevin Smith said as he returned the salute. "Seeing as how you are the first non-Damocles Industries employed Lylatian to see the inside of a DSF vessel, what do you think?"

"It's a little too white." Ed said. That wasn't an understatement. The interior of the ship's corridors and even the bridge was white with blue trim as the corridor numbers and such. The only other color was grey, and that was the color of the doors.

"You get used to it after a while, although some of the newer naval personnel have to wear shades to deal with the glare," the Panda said half-jokingly in response to Ed's comment. "What I meant was, what do you think of the ship, technology and design wise?"

"I think it's great." Ed said "Despite the somewhat graceful appearance, _Prometheus_ looks like it can do some damage, and from what I've heard, it has. But I'm guessing you didn't call me in here for an outside review of your cruiser…right?"

"Exactly. I'm calling you here because I'd like some input on how I should have my Air Squadrons running patrols tomorrow afternoon, when the _Phantron _is due in."

"You're running patrol duty?" Ed asked

"At that particular time of day, yes." Smith said "I'm having 7 squadrons of 20 Wolfhound's each out around the planet. I'm also having 40 MACS patrolling along with them. I was planning to use a crossing grid patrol system to cover the extent of the jump-in locations around the planet as quickly as possible. As for guarding the _Phantron's _LZ, I will have 50 MACS, 25 Landmaster Mk. II battletanks, and 4 MODLs. They will be arrayed around the LZ in a circular formation, with the MODLs in a box around the LZ. The remainng MODLs stay with the _Ikaruga_." Smith tapped a few buttons, and a computer console displayed all the information he had just spoken.

"Sounds like a good idea. I never thought a Navy officer would know so much about Air Force and Army deployment tactics," Ed said as he looked over the data

"Well, I wasn't always a Naval officer. The DSF has a system of rotational enlistment, to see where recruits fit in. I personally was in the _Panzerbjorne_, an elite tank battalion made up entirely of ursine soldiers. 6 months later, I flew a few Air Force sorties against Oberon forces. But, once I got into the Navy, I made a design idea for a cruiser that made sure I stayed there, and became the first Admiral of the DSF Navy."

"What design would that be?" Ed asked

"You'll find out soon enough." Smith said cripitcally "But now you should get some rest. Acting-Admiral Gestahl wants to leave within an hour of the _Phantron's _arrival, and he wants every available soldier ready to guard the fleets as they leave."

"Okay sir, see you tomorrow" Ed said as he saluted and walked off the bridge.

__

He's a good kid, Smith thought as the elevator doors shut. _It would be a terrible shame if he got himself killed. Pilots like him and Fox McCloud are a dying breed_.

END CHAPTER 8


	11. Betrayal, Death, and Heartbreak

Shattered Lylat: The Fragmentation War

Disclaimer 8: I own the Mudcruncher LRV.

Chapter 9

Trying to hold on but didn't even know

I wasted it all just to

Watch you go

I kept everything inside and even though I tried it all fell apart

What it meant to me will eventually be a memory of a time when...

I tried so hard

And got so far

But in the end

It doesn't even matter

I had to fall

To lose it all

But in the end

It doesn't even matter
****

Linkin Park- "In the End"

***

__

Katina, September 25th 2550 (1 day after last chapter), 1300 hours,

The Shadow Wing cruiser _Phantron _exited hyperspace, followed by the 12 Arwings belonging to the pilots of Beta Company. On the bridge of the _Phantron_, Captain Robert Smirnov was issuing orders

"Open a channel to Admiral Gestahl," the Arctic Wolf said.

"Admiral Gestahl here, go ahead Captain Smirnov"

"We have exited hyperspace with our VIFs alive and well. Beginning entry burn towards the planet. ETA 9 minutes"

"Copy that, Captain, have a safe voyage. Gestahl out."

The _Phantron _and its escorts began to burn towards Katina.

***

Well out of sensor range, 12 other Gray Arwings flew towards the _Phantron_. These Arwings, however, belonged to the Shadow Wing Alpha Company, or the Maverick Wing, as they were starting to call themselves.

"Okay, you know the mission" said the flight leader, Storm Eagle, "We are to engage all of Beta Company except for Marlowski and Cronin. Wipe out the rest, and make sure that the Davidson family and General Pepper do not survive the engagement."

"Sir, what happens if any pilots make landfall?" came the Slavic accent of Revolver Ocelot's voice over the comm.

"In the unlikely event that happens, Emperor Caine has decided to have Star Wolf take out any survivors, once they arrive with the strike fleet, that is."

"Send in the Dirty 1/3 Dozen to do the dirty work, eh?" said Chill Penguin.

"Whatever, just stick to the task at hand," Storm Eagle said.

The fighters flew on, their targets oblivious to the danger

***

Katinan Frontline Base, outside Katina City, Same time 

The impending danger was also unknown to the Military Base, where many of the wing commanders were waiting around for patrol orders. The commanders on standby included Ed Wallace and Fox McCloud. They were in the main operations room, overseeing the inbound _Phantron_.

"_Phantron _inbound on normal approach vector" reported Smirnov

"Base command copies, continue on approach for LZ, you are cleared for landing."

"Affirmative Base, we will be there in five…"

All of a sudden a massive explosion blanked out the camera feed from the _Phantron _for a second.

"What the hell just happened?!" Smirnov shouted

"Something is attacking us!" shouted the TO.

"We're under attack by stealth fighters!" Jason Kage's voice came over the comm. "I have no clue where they came from!"

Ed froze. _Oh, God…KATYA!_

***

__

Katinan high orbit, same time 

The Mavericks had attacked without warning. Within the first few seconds, their missile salvos had damaged deck 5 of the _Phantron_.

As Jason Kage fought for control of his fighter, he noticed that two Arwings from his own squad were breaking off, and gunning right for him. He identified his assailants almost immediately.

"Cronin! Marlowski!" Kage shouted "What the hell do you think you're doing?"

"Isn't it obvious? We're switching sides along with Alpha Company, who is here right now to help you on your way to your doom!" Marlowski laughed.

"I always knew you were messed up Ivan, but now you've gone too far!" Jason said as he opened up on Ivan's fighter. Ivan dodged the shots, and then fired on Jason's Arwing. Jason's shields drained quickly under the fullisade, and a few shots tore off part of his right wing. The Arwing spun violently, and Jason nearly blacked out. As he regained control of his fighter, he had enough time to see the Arwing of 1st Lieutenant Clyde S. Dale explode in a ball of fire as lasers from two Maverick Arwings tore apart the fusion core.

"Shadow-Beta-11, respond!" Kage yelled into his comm.

"Don't bother, sir" Dante Davidson said, "He didn't stand a chance, and you've got a bigger problem to deal with."

Jason looked back, and saw Ivan come at him again. He tired to shake his former comrade, but failed. Laser fire punched holes through the fuselage, and an explosion came from the engine.

"Shit. This is Captain Kage to all Shadow Betas. I'm losing power, heading in for the planet. Cheng, take over for me."

"Affirmative sir." Dave Cheng responded. "All Betas, destroy the traitors of our wing!"

"Love to but I'm under heavy attack…"

PFC Alek Trevena's comment was lost along with his life as his Arwing was blown in half by Flame Mammoth.

__

Damn, Dave thought, _We're in over our heads_.

***

Katya dodged Ivan's shots, desperately trying to reason with him. "Ivan, why do you want to do this?"

"Because you have betrayed the true intentions of Shadow Wing! We are supposed to be secretive, yet you run with that despicable Ed Wallace! You have revealed our presence to the CDF, and as a result, you must die along with your comrades! Unless…you come with me."

A half-second pause and then Katya responded. "Go to hell!" 

She flew right at Ivan's fighter, but didn't see Doug fly in behind her and shoot off her right wing with his laser cannons.

"You first!!!" Doug laughed as Katya's Arwing spun in towards the planet.

Jenna Sandoval avenged her friend, coming in guns blazing at both Ivan and Doug. The lasers depleted the shields and then started punching holes through the armor of the two traitor's Arwings.

"Shit! Run!" Ivan said. He and Doug turned their Arwings around and started fleeing the planet.

"Not this time." Jenna said as she released a Nova Bomb at them. The blast started expanding outward. Ivan hit his boosters, but for some reason, Doug didn't.

"Doug! Hit your afterburners!" Ivan shouted.

"I can't! That bitch must've damaged them…AUGHHH!!!"

The blast caught Doug's Arwing, mangling it. The mangled wreck then spun in towards Katina, but hit the atmosphere so violently it twisted apart and exploded.

Ivan looked back as he watched his friend die. _She will pay for that…but not today,_ He thought as he jumped to the coordinates supplied by the Mavericks.

Jenna turned around and returned to the melee raging around the _Phantron_.

***

Captain Smirnov fought to stand up as another blast rocked his cruiser. "Repeat! Under heavy attack from enemy Arwings! Stealth signatures match our own! I think we've been sold out!"

"Confirmed, _Phantron_. Looking into identification of assailants using stealth Arwings" reported base control. 

"Don't waste your time. I found out who it is." Jenna said "It's Alpha Company, they sold us out, and now they're trying to kill us. Ivan and Doug were in on it, I killed Doug, but Ivan escaped."

"Damn…so that's why they're so hard to kill…" Captain Smirnov said.

The TO suddenly yelped, cutting off any question to Smirnov's cryptic statement. "Picking up almost 75 hyperspace exits around the planet! They have Imperial signatures!"

"Shit!" the Captain shouted "Attention Base Alpha, this is the _Phantron_, we are confirming numerous Imperial hyperspace exits around the planet! It looks like an invasion fleet!"

"Base Alpha copies, _Phantron_, relaying information to CDF fleets. Authorizing emergency planetary exodus protocol. All ships, break orbit and head for designated rendezvous points."

Suddenly, Ed Wallace's voice broke through on the comm. "Captain Smirnov, I hate to tell people their business, but I suggest you move the _Phantron _and escorts to the planet. If you do that, and the traitors follow, they'll light up like Christmas trees on the thermal scanners!"

"Good idea, Ed. I'll implement it now. Attention all Betas! We are going for emergency landing at Katina City, stay close to us and provide cover!"

Captain Smirnov was disheartened to hear only 8 pilots respond. _I hope Jason and Katya are all right, they headed into the planet…_ he thought.

***

Storm Eagle launched a salvo of LRMs at the Arwing belonging to Crimson MacDougal. The cardinal tried to evade the missiles, but failed to do so entirely. Many missiles hit the ship, frying its engine, and then destroying the g-diffuser. The force of the delicate gravity defying device exploding tore right through the cockpit, killing MacDougal instantly. The dead hulk of the fighter spun through the darkness of space, breaking apart slowly.

"That makes 5, with three confirmed deaths." Storm Eagle said.

"Sir! All Betas are heading in towards the planet!" Shouted Overdrive Ostrich.

"Pursue and destroy!"

"But sir, wouldn't that…" Vulcan Raven started to protest

"I said pursue and destroy!" Storm Eagle shouted.

The Maverick Arwings pursued their former comrades.

***

The _Phantron _shook as more blasts hit it from behind. "They're trying to hit our engines!" the TO said. "We're pretty much sitting ducks out here, our turrets can't get a lock!"

Smirnov thought. _Things are pretty bad, We could end up losing more than the squadron…unless…_

He turned to General Pepper and Victor Davidson, who had joined him on the bridge just before the attack. "Can you two fly Arwings?"

"I have to, comes with the rank." General Pepper said, "Passed Advanced Training 7 months ago."

"I have to as well, royal duty. I tested out 4 months ago, why?" Prince Victor asked.

Suddenly the comm screens blanked out, all replaced by the snarling beaked visage of Storm Eagle. "Greetings! Prepare to be destroyed! In a few more salvos, the _Phantron_ will be destroyed by the Maverick Wing, and we shall then dispatch of you inferior Betas!" the eagle laughed.

"That's why. Damn you Storm Eagle, why did you change sides?!" Smirnov shouted.

"I have reasons not even you can understand Robert…or should I say…Sabrewulf?"

Smirnov was taken aback. "That was years ago. That was another life. I left for a reason that you still haven't comprehended."

"Well, then I'll just keep you in the dark as well. Good day…or what will be left of it."

The screen blanked out.

"Sabrewulf?" Prince Victor asked 

"It doesn't matter right now," Smirnov said. "What matters is that you two get to an Arwing and get off the ship. You'll have Rainier's squadron provide escort to the base."

"Why Arwings?" Victor asked

"Because they will be harder to hit than the _Phantron_, besides, we're going to be destroyed anyway if this keeps up, so you might as well evacuate in something that can shoot back. Now get going…sirs."

As more blasts shook the ship, Victor and the General ran towards the hangar bay. There they found Rainier getting his squadron prepped for battle.

"Once more into the breach, eh brother?" Rainier said upon noticing Victor.

"So it seems, Rainier, so it seems. Been a while since we fought side by side."

"You still up to it?" Rainier asked.

Another blast rattled the ship.

"Looks like I don't have much choice." Victor said as he climbed into one of Shadow Wing's extra Stealth Arwings.

14 Wolfhounds and 2 Stealth Arwings flew out of the _Phantron _and headed towards Katina.

Meanwhile, back on the bridge, Captain Smirnov contacted the MODL group defending _Phantron's _LZ. "Attention Famfrit Beta Prime, I need you to lay down suppressing fire at all incoming objects not flashing CDF IFF codes." 

"Affirmative, waiting for code flash." Said the commander of the guard MODLs.

Smirnov contacted the remaining fighters. "All Betas and Defenders, flash your IFF transponders, things are going to get hectic real fast!"

The _Phantron _started to rumble as it entered the Katinan atmosphere, its underside beginning to glow.

***

Steven Odell was blasted apart just before hitting the atmosphere. He had died trying to fight Neon Tigress. His burning fighter slammed into that of Misha Svensgaard, killing both Shadow Wing pilots in a hellish blast. The Mavericks continued their hounding pursuit of their former comrades into the atmosphere, heedless of the glow of their fighters from the friction. Lasers burned away at the remaining Arwings belonging to the Beta Company, when azure beams from the MODLs began to shoot up from the ground.

"The hell?" Wheel Gator shouted

"Looks like Orbital gun fire!" Storm Eagle shouted as he barrel-rolled to avoid one of the massive lasers.

"I suggest we break off, sir." Revolver Ocelot said. "They're getting too close for comfort."

"You can break off, but there is still one matter I need to attend to." Storm Eagle said as he located the Arwings of General Pepper and Victor Davidson. He flew at them, locking onto the fighters with his LRMs.

"Fine, breaking off. We have succeeded in disabling or destroying all Shadow Beta fighters." Flame Mammoth reported.

__

And so, the spine of the CDF is broken, and Caine will rule all. The eagle thought as he released a salvo of missiles at both fighters.

***

"Shit! Missiles have locked onto me! I can't shake them!" Victor shouted

"Same here! There's nowhere to run!" General Pepper shouted back as the 30 or so LRMs converged on their defenseless ships.

Silently, and deliberately, Rainier Davidson banked his fighter and flew it in between the missiles and the Arwings of Pepper and Victor. As the missiles closed on him, he shouted one final phrase.

"Long live Prince Victor!!!"

Then the missiles hit. In slow motion, the Prince watched as the LRMs detonated off of the cockpit of his brother's fighter. The cockpit shattered, and then exploded. The missiles continued on, smashing into the fuselage and nose of the Wolfhound fighter. The ship was almost torn apart, but instead the pilotless ship tumbled end over end through space, a dead hulk. His act had stopped all missiles aimed at Victor and General Pepper.

"Rainier!!!! Respond!!!" Victor shouted into his comm, but he knew in his heart that his brother was dead.

"He's gone, sir. Your brother is dead." General Pepper said solemnly.

"I know…damn it to hell I know…" Victor said, holding back tears. "Let's get to the base on the double. We have to let the base know there are some downed pilots that need help."

***

Katinan Orbit, Same Time 

The _ISS _Andross and two other _Halberd _cruisers, plus two _Intimidator _cruisers, flew in to the edge of Katina's atmosphere, so that they were directly over Katina City. These 5 ships had ignored all other CDF vessels, as they were just searching for one.

"There it is…that 'ark ship'" Josef Caine snarled as he looked at the _Ikaruga _on the zoom screen. "Target it with the Naval Heavy Lasers and obliterate it!"

***

CDS Ikaruga, same time 

Captain Forrest was issuing emergency liftoff orders when suddenly his TO yelped. "We're being targeted by enemy orbital contacts! Looks like Naval Heavy Lasers!"

"Shields up! NOW!" Forrest shouted.

5 deadly laser beams speared through the sky, intent on wiping the _Ikaruga _off the map. Fortunately, the shields came up just in time. Unfortunately, the energy from the lasers bounced off the shields and impacted on buildings and some of the escorts around the ark. One laser hit the _Rook_, which damaged some of the upper decks.

"All right, we're getting out of here." Forrest said. "Tell _Rook _and _Castle _to escort us out."

"_Ikaruga_, this is Base Alpha. We are picking up numerous dropships, fighters, and MACs entering the atmosphere. Suggest you use extreme caution in evacuating."

"Copy that, we'll be careful. _Ikaruga _out." Forrest said as he closed the comm. "Activate fortress mode and shoot anything that isn't friendly."

***

__

Katinan Frontline Base (Base Alpha), _30 seconds later_

"Picking up two Arwings on fast approach. It's Prince Victor and General Pepper!" the sensor officer shouted.

"We're receiving a transmission from the prince. Putting it through." Said the comm officer

"This is Prince Victor, Lt. General Davidson is dead."

"That is most regrettable…but we have to mourn later." Ed Wallace said "What about Shadow Wing?"

"_Phantron _is landing near the _Black Knight_, and you have 5 fighters down with pilots that need assistance. Scan the area for their distress beacons."

"Hold on, scanning," the sensor officer said. After a few seconds, "I've got 5 all right. Sandoval, Williams, Kage, Cheng, and Davidson."

"I'll go after them." Ed said

"How? All the Nightshades are being used, and anyway, you'd be a sitting duck. Also, we're running out of time, there's a massive invasion fleet inbound." Said Admiral Smith

Just then, General Mikhail Knight broke in "I have a vehicle you can use. Follow me."

Ed and his squadron followed Knight outside. It was there that Ed noticed an odd vehicle parked at the gates. It looked like an SUV without the roof. It had 6 seats, and a turret mounted on the rear of it. The turret had two heavy machine guns and two rocket launchers on it.

"What is it?" Mark asked

"It's a combination light reconnaissance vehicle and APC. It seats 7, 5 if you exclude the driver and gunner. The rockets are homing, and can put down a MAC if you aim in the right spot. There's also GPS, and a sensor system so you can track the distress beacons. Better hurry though, the ground troops are on their way. It's designation is the M-142 LRV. We call it the Mudcruncher, due to its excellent off-road capabilities"

"I'm driving. Mark, take gunner position. Karl, Damien, grab a seat and a rifle." Ed said as Knight tossed him the keys.

Ed's comrades did as they were told, and in mere seconds Ed started the engine and they took off after the nearest beacon, that of Dante Davidson. As they drove, Imperial dropships began to debark their troops, and the sounds of war started again as the remaining on-planet CDF and DSF forces battled the numerically superior Imperial onslaught. 

***

Katinan Plains 

BlackWolf managed to rescue Dante without incident, but afterwards things became difficult. Gunfire and rockets flew all around the Mudcruncher as they tried to reach Jenna Sandoval. With one hand on the wheel, and the other firing an Omni-Falcon, Ed mowed down some soldiers as Mark vaporized an Invader III with two rockets. Damien and Karl perforated an enemy APC. They drove on, and picked up Jenna, who ran from the cover of her crashed Arwing, firing her K21 all the way until she reached the LRV.

"How many of us made it?" Jenna asked as they headed towards Dave Cheng's signal

"Besides, you and Dante?" Ed said "Just Jason, Dave, and Katya."

"I see…Ivan will pay for this treachery, just like his friend Doug." Jenna said

"Wait, Ivan sold you out?" Damien asked.

"Yes, I overheard him saying that to Katya, before he shot her down."

"Well, he will pay for this, but right now I need to stick to the task at hand." Ed said as he drove and swerved to avoid a laser barrage from an enemy _Flanker _MAC. As they drove past, Mark fired a rocket into the MAC's cockpit, killing the pilot. The MAC crashed to the ground like a marionette with it's strings cut.

Dave Cheng wasn't hard to find. He was standing in the middle of a circle of dead Imperial soldiers. His katana was drenched in blood, and bullet shells from K21 and VK assault rifle alike littered the ground at his feet. He sliced through tow more soldiers that charged him, and paused to reload his K21.

"Yo Dave, if you're done killing, let's get out of here!" Karl shouted as Dave noticed them.

"Yes, I think I'm done for now." Dave said as he ran to the LRV.

When the group reached Jason Kage, he was in a bad way. He was pinned down behind his Arwing, and was almost out of ammo. A quick burst of gunfire from the entire party in the LRV removed that threat, but they could see Jason was hurt bad, as blood was gushing profusely from his left wing, which seemed bent at and odd angle.

"I think it's broken…" Jason said as Karl and Dave helped him into the Mudcruncher. Dante found a medkit under one of the seats, and set about putting Jason's wing in a sling.

"Yeah, it looks broken to me. We can get it checked once we're clear of the planet." Dante said.

"One signal left," Ed said. "Katya's."

The going became tough, more resistance from the Imperials as Ed drove through blockades and ran right through troops in an effort to reach Katya's Arwing. On top of that, Dave had to hang on to the side, as they had run out of seating room. Ed finally found Katya's fighter, bent and twisted, but Katya was still alive, using the wreck for cover.

"Katya!" Ed shouted "Over here! We're getting you out!"

Katya started to run for the LRV, but was suddenly thrown to the ground as her Arwing was blown in half by a missile barrage.

"What the hell!?" Ed shouted as he ran to get Katya.

He suddenly stopped as a MAC walked out from the smoke and flames that marked Katya's Arwing. This MAC was one he didn't recognize. It basically looked like a 9 meter tall metal wolf. It was clutching an assault rifle in one hand, and Ed could see there was a grenade launcher slung under the rifle.

"So, Ed Wallace, we meet again!" came the voice of the pilot of the MAC.

"Wolf O'Donnell, I should've known!" Ed shouted back. "What are you doing here now, besides acting as a lapdog to Caine's every wish?"

"You know, one would think you'd show more respect for someone in a 9 meter tall death machine…but then again…you probably don't realize what I'm about to do."

"I can guess. I'd say you're going to kill me." Ed responded

"Close, but not quite. First…I want you to suffer. And in order for that to happen…the bitch must die."

Wolf swung his MAC's assault rifle in line with Katya, who was struggling to get up.

"NO!" Ed shouted, but it was too late. Laughing evilly, Wolf opened fire.

Ed watched as time seemed to slow down. Katya tried to fire her K21, but the MAC's assault rifle was already on the job. The first bullet slammed into her right leg, the second missed, but the third went through her chest and exited out the other side. Her K21 fired uselessly into the air, expending the last 10 bullets of the clip.

Ed's vision went red as he saw his lover fall in a bloody heap. He ran back to the LRV, kicked Mark out of the gunner's position, and swung the turret in line with Wolf's MAC.

"COUNT THE BULLETS, MOTHER FUCKER!!!" Ed yelled as he opened fire.

The twin machine guns spat round after round at Wolf's MAC, chipping away at armor. As Wolf tried to lock up the LRV, Ed adjusted his aim to the cockpit. He opened fire with the machine guns, and the rockets. The bullets cracked the canopy, one of the rockets hit the leg, and the second detonated off the cockpit. The cockpit blew out, and the MAC slumped to the ground. Ed continued firing as Wolf's MAC collapsed, an insane yell coming from deep within. The guns overheated and shut down, but the redness in Ed's eyes remained. That's when Mark grabbed him and threw him to the ground.

"Ed, snap out of it! Katya's fading fast!" Mark shouted.

The redness cleared, and Ed suddenly remembered what was going on. "Oh…god…" he ran up to Katya's prone form. The others tried to follow him, but Mark held them back.

Ed looked at Katya's wounds. It was bad. Even though the shot to her leg hadn't hit the femoral artery, there was still a lot of blood loss. And the chest wound was even worse, it looked like Wolf had got a lung with that shot.

Ed knelt by Katya, and lightly tapped her face. "Katya…wake up…"

Katya's eyes opened wearily. "Ed…I'm cold…very cold…I don't think I'm going to make it…"

"Nonsense…" Ed lied. He knew she was going to die, but he couldn't lose composure now.

"Ed…don't fool yourself. You know this is the end for me."

"I know…I'm so sorry I couldn't save you…"

"You did what you could…and I'm thankful for it…Listen…I'm not going to last much longer. I just have three requests…"

"Whatever you want." Ed said, trying to hold back the tears.

"Promise me…you'll get back to Corneria…end this war…and avenge my death."

"I promise that I'll do that, no matter how long it takes. You will be avenged, and I will take back our home." Ed responded.

"Good." Katya said. She reached for her ID tags and ripped them off. She handed them to Ed, and folded his hand over them.

"What's this for?" Ed asked

"Something to remember me by…" Katya said, suddenly coughing up blood. "Just one more thing…I'd like one last kiss…before I go"

__

Hell of a time to ask, Ed thought, but he knew her time was up. Ignoring the blood, he leaned down and kissed her on the lips. She returned the kiss with her last remaining strength.

"Goodbye Ed, I love you…"

"I love you too…Katya." Ed said as a solitary tear rolled down his muzzle.

Katya nodded, then her head tilted back and her eyes closed. Ed felt for a pulse, but knew he wouldn't find one. 

__

Odd…she looks so peaceful. How ironic that her life ended in a war. Ed thought.

He picked up her limp form, cradling her in his arms, ignoring the blood that was getting on his flight jacket. He turned around, and saw his squadron, and the 4 Shadow Wing survivors standing at rapt attention, unmoving, and silent. They all seemed to know Katya was dead. As Ed slowly walked back to the LRV, the 8 other pilots, heedless of the battle around them, saluted their fallen comrade, and then fell in behind Ed. 

Ed placed Katya's body gently in the back seat, and covered it up with a piece of tarpaulin he found under the seat. He then brushed away the few tears he had shed, and turned to face his comrades.

"Okay. Damien, Karl. Take everybody else back to the _Black Knight_. Mark, you and I are going to run the 2 km distance back to the ship. There isn't enough room to take us all." Ed said.

"But…" Mark started to protest, but a glare from Ed shut him up. "Very well." Mark said. "You heard him, get moving. We have to leave immediately."

Ed reached for his radio. "BlackWolf-1 to base. The Mudcruncher is returning to the _Black Knight_. BlackWolf-2 and me have to run back due to seating constraints.

"Understood." General Pepper said "How did you fare with recovering the pilots?"

"4 survivors, 1 KIA" Ed said. _The one that mattered most…_ he thought.

"Well, then…please return safely. Pepper out."

Ed turned to Damien, who was in the driver's seat. "Go." He said.

The LRV sped off in the direction of the _Black Knight's _LZ. Ed and Mark started running towards the LZ, a battle still raging around them.

***

The fighting was a lot tougher on foot. Ed and Mark blazed a trail with their K21s and Omni-Falcons, shooting their way through soldiers, and taking cover from tanks. In some instances, they found grenades or rockets to deal with the heavier armor. But still the fighting was difficult. Fortunately, ammo was easy to come by. Everything was going reasonably well until the 1 km mark. Without warning, a barrage of plasma fire flew through the air, and hit Mark in the left arm, and also got him in the left leg. The husky let out a howl of pain, and crumpled to the ground. Ed spun around and opened fire at three enemy soldiers. The two carrying plasma rifles crumpled to the ground, but the last soldier turned his assault rifle on Mark. Ed dove in front of his friend, taking a three-round burst in the chest. Ed could feel the hammer-like impacts on his flak jacket as he returned fire. The last soldier fell, and Ed dragged Mark behind some cover to check on his condition. Ed's chest burned from the hits he took, but he willed the pain away. Mark was in bad shape, his leg was bleeding slightly, and most of the fur and flesh on his left forearm had been burned away.

"Judging by how you're howling, I won't ask if you're okay." Ed said. "Can you walk?"

"I don't think so…God it feels like my leg is on fire!" Mark moaned.

"Well, I think I can get you out of this, it's only a little ways till we reach the ship. I'm going to use your ruined flight jacket as a couple of tourniquets and bandages.

Ed tore up the jacket, wrapping most of it around Mark's arm, and then using the last amount to staunch the bleeding on his friend's leg.

"Come on, lean on my shoulder." Ed said as he helped Mark up. Mark wrapped his right around Ed, and they both slowly made their way back to the ship.

That's when more gunfire broke out, and a bullet caught Ed in the right leg. He felt the pain searing through his thigh as he crashed to the ground, Mark falling as well. Ed struggled onto his good leg, and identified his assailants. It was non other than Star Wolf, with a very pissed Wolf O'Donnell leading them.

"I see you survived Wolf!" Ed shouted in anger.

"Yes…something you won't be doing!" Wolf retorted as he brought his pistol in line with Ed.

Ed rolled to one side, brought up his Omni-Falcons, and opened fire. Pigma, Andrew and Leon dove out of the way successfully, but Wolf was a little slow. Ed was sure he scored a hit even as Wolf dove behind cover, and his belief was confirmed when Wolf let out a howl of pain even louder than the one Mark had let out.

"OW!!! MY ASS!!! You shot me in the ass! Damn You Ed Wallace! Damn you to hell!"

Ed grinned, but then returned to the matter of his friend. Mark had apparently passed out from the pain. Gathering his strength, Ed picked up Mark and threw his friend over his shoulder. Ignoring the pain in his leg, Ed began doing a half limp, half run, back to the _Black Knight_. He saw Damien was laying down covering fire from the main personnel access door, and signaling for Ed to hurry up. Ed managed to hand off Mark to Damien, then he struggled into the access bay amidst a hail of gunfire.

"What happened to him?" Damien asked as the door slammed shut and the _Black Knight _began to take off.

"Plasma ambush. He's hurt pretty bad." Ed responded

"How are you holding up?"

"Shot to the leg, but I'll be fine." Ed answered. Suddenly, he coughed violently. He then looked at the hand he had used to conver his mouth. It was wet and red with blood. He looked down at his chest, it was bloody as well, and this was not blood from Katya, this was his own. He suddenly realized what happened. The bullets that hit his chest went through the vest, and probably got a lung, if not more than that.

Ed's vision tunneled, and his legs felt weak. "Maybe…not…" he managed to say as he collapsed on the floor and lost consciousned. It happened so fast, he didn't even hear Damien shout for a medic.

END CHAPTER 9.


	12. To the Edge and Back

Shattered Lylat: The Fragmentation War

Disclaimer to End All Disclaimers: Starfox (and all pilots), Star Wolf (and all pilots), the _Great Fox_, the Arwing, the Invader III, the Wolfen II. ROB-64 (or is it just ROB? anyway…whichever), The Lylat System (and all Planets), Bill Grey, Fara Phoenix, General Pepper, and Katt Monroe are copyright NINTENDO (In addition, Fara Phoenix is also copyright Benimaru Itoh). Everything else in this fanfic (ships, characters, weapons, vehicles) (and all subsequent fanfics by me) is mine or a variation of something that was in Starfox 64. (see previous disclaimers). Now that that's over with…

An Apology: I'm sorry if I offended anyone with the constant use of off-color language (and numerous dropping of the f-bomb), but hey, if you saw your girlfriend get brutally gunned down by a hated enemy, you'd be cursing too.

Chapter 10

"The needs of the many, outweigh the needs of the few" –Spock- _Star Trek II: Wrath of Khan_

"I hate owing people" -Victor Davion- _Battletech: Endgame_

***

LOCATION UNKNOWN 

Ed Wallace felt like he was falling through a void of some sort. All around him he could hear voices shouting, and explosions. Suddenly there was a flash of light…

And Ed woke up in what seemed to be the sickbay of a spaceship. Standing next to his bed was a Labrador Retriever dressed in a Damocles Military uniform, with a Red Cross patch on his shoulder.

"Where…am I?" Ed asked as he tried to sit up. He instantly regretted that decision as his chest protested in sharp stabbing pains.

"Easy there, you've just regained consciousness and the painkillers haven't quite taken effect." The doctor said. "You're in the sickbay of the _Black Knight_. I am Doctor Mitchell Dorian. I transferred over here from the _Prometheus _at Admiral Smith's orders. He found out that you and Commander Rendar were…incapacitated."

"How long have I been out?" Ed asked.

"You were out for 15 minutes, and you are still in serious condition."

Another explosion, "What's with all the explosions?" Ed asked

"Well, you see, we haven't broken free of the Imperial blockade yet." Dorian responded.

"WHAT?!" Ed shouted

"Hey, you know as well as I do that we're outnumbered 2 to 1 at best. Right now, the _Great Fox_, _Prometheus, Phantron_,Tempest Group, and the _Black Knight_, are trying to break through together. We all opted to stay behind while you ran your errand of mercy." Dorian responded. "We're about 50% clear, but the Imperials are persistent bastards."

"Incoming alert message from _Great Fox_. It's very garbled." ROB-2 suddenly announced over the intercom.

The message played "Can anyone assist? This is *_crack* _McCloud! Under heavy *_zzt*._ Damage extensive. Cannot launch Arwings. Hangar *_crackle* _damaged critcal. Need fire support. Hull integrity at 43…"

The transmission ended amidst static.

Ed sat up with difficulty, and pulled the IV out of his arm.

"What the hell do you think you're doing?" Dorian asked

"I'm getting up to the bridge to tell ROB-2 to save the _Great Fox_, that's what." Ed said as he slowly got to his feet. The painkillers were starting to take effect, and he was a little woozy.

"Oh no you don't." Dorian said, "You could reaggrivate your injuries. I've only just managed to stabilize you." The doctor took out a hypo "I'll just have to sedate you."

"I don't think so." The wolf said as he knocked the needle away. "Right now, you're concerned with keeping me alive. Well, I'm just one life. Right now, I'm trying to save 4. They also happen to be my friends, and I've already lost one friend today. So either come with me, or get the hell out of my way."

Dorian stood aghast for a second "You would willingly sacrifice yourself to save 4 comrades?"

"Yes, and even more if that were the case. The needs of the many, outweigh the needs of the few. At least, that's what I believe in."

"Very well, I'll come with you and monitor your vital signs."

Ed limped out of sickbay quickly, Dorian following close behind.

***

Black Knight, Bridge, Katinan Orbit, 2 minutes later 

Ed fought to stand up as a blast hit the ship. He was already having trouble standing, as the painkillers had put him into a haze of some sort. He managed to limp over to the tactical console, and looked out of the forward bridge cockpit window. The _Prometheus _was to the _Black Knight's _starboard, taking hits from two _Flayer _frigates.

"Looks like you're a little outnumbered there, Admiral." Ed said into the comm

"Ed? You're up?" Admiral Smith answered.

"I won't be for long." Ed said

"Well, anyway, I think we should give them an extra target to shoot at." Smith shouted an order offscreen "Separate the hulls!"

Ed watched as the top part of the _Prometheus _broke away from the rest of the ship, and then started flying on its own. The other part of the ship also moved on its own, and both parts opened fire on each enemy _Flayer_. The two smaller enemy frigates were consumed in a firestorm of lasers and missiles.

"So this would be your design innovation?" Ed asked

"Yes indeed. The hull separation system. Designed to separate a ship into two functional vessels. I'd tell you more, but I think the _Great Fox _needs our help right away. They're 15 degrees to port."

"Entering course adjustment" ROB-2 answered as the _Black Knight _began to turn.

The _Great Fox _entered the viewscreen, and Ed was shocked. The ship was filled with blast craters, and one of its wings had been torn off. It was currently being menaced by an _Armageddon _cruiser and a _Zeram II_.

"ROB-2, fire the omni-cannons!" Ed ordered.

A laser blast from an enemy _Flayer _hit near the _Black Knight_'s bridge, sending ceiling paneling and girders crashing down. One of them hit ROB-2.

Ed struggled to his feet. "ROB-2, if you can hear me, fire the damn cannons!"

"System error. Damage to self has caused malfunction in omni-cannon fire control. Also, damage to command circuits from earlier battles has prevented automatic fire of the cannons." ROB-2 reported as he lay, pinned under a girder.

"Well…shit!" Ed said "Can we fire the cannons from the tactical console?"

"Affirmative"

"Doc, see if you can help ROB-2"

"I'm a doctor, not a mechanic!" Dorian sputtered, but he went over to help ROB-2 lift the girder up.

Ed limped over to the tactical console, and heaved a broken girder off of it. His chest suddenly got sharp stabbing pains in it again.

"Hey doc, I think either the painkillers have worn off, or I reaggrivated my injuries." Ed said as he sat down at the tactical console and brought up the omni-cannon firing controls. 

He fought through the pain and drug-induced haze as he locked up the two enemy starships. Off to starboard, the two parts of the _Prometheus _opened fire, draining the shields of the enemy attackers. Ed locked the cannons, set them to gauss cannon, and fired.

"Here's a message…go to hell!" Ed said as the massive guns fired.

One of the hypersonic slugs beheaded the _Zeram-II_, sending it adrift and dead. The other slug hit Apocalypse Missile Bay #10 on the _Armageddon _cruiser, touching off the missile within. The ship must have already fired off some of its missiles, because the resulting explosion wasn't nearly as big as the one from the ballistic missile cruiser Ed had destroyed a day before. Regardless, the resulting blast of the remaining cruise missiles cooking off had the desired effect. The ship bent in half as the missiles ravaged the front end, and the _Armageddon _slew out of control, doomed to break apart in Katina's atmosphere.

As Ed watched the _Armageddon _die, he clutched at his aching chest. His hand came back bloody, not just the dark red blood, but a bright red blood that stood out against his black fur. He realized he had indeed taken a hit to the lungs, and suddenly his vision tunneled, and he almost fell out of the tactical chair. 

"ROB-2…the bridge…is yours." Ed managed to say before the darkness overtook him.

***

Great Fox, 30 seconds later 

Fox McCloud sat, stunned. Only seconds before he had thought his life was over. But again, out of nowhere, the two attacking ships had been shredded by gauss slugs.

"ROB, sitrep and damage report." Fox finally managed to say as he looked around the smoke-filled bridge.

"Good news is, we are through the blockade. Now the bad news. Shields are offline, hull integrity is at 33%. Decks 5-7 have serious environmental control failures. Hangar bay is badly damaged, and we cannot launch the Arwings. Stabilizer fin 3 has been destroyed. We can manage hyperspace, but the hyperdrive has been damaged, so long jumps are near impossible. Weapons are still online, but thrusters are at 70% efficiency."

ROB's report was interrupted by an incoming call from the _Black Knight_. "This is Doctor Mitchell Dorian. Do any of you four have O-negative blood?"

"I do, as does Falco." Fox responded. "Why?"

"Well, in his effort to save your ship, Captain Wallace reaggrivated injuries suffered on Katina, and has lost a lot of blood. He's going into shock, and I fear that without a blood transfusion, he may not survive for more than 20 minutes."

"Well, our hangar is all but destroyed, how are we going to get over to the _Black Knight_?"

"Admiral Smith is sending a _Nightshade _to your personnell access airlock located near the bridge. It should be arriving within 5 minutes."

"We'll be there"

***

Sickbay, Black Knight, 2 minutes later 

While waiting for Fox and Falco to arrive, Dorian got one of the worst alerts a doctor ever had to hear.

"We've got a code blue!" one of the nurses shouted.

Dorian ran into the ward. "Which one?"

"Captain Wallace, he's lost more blood than we originally thought. It's about 3 pints worth."

"Oh, shit!" Dorian shouted "We have to slow down the bleeding, try and slow down his vitals so that he'll bleed less."

Despite their efforts, not much was working. The morphine was barely slowing the bleeding down. Just when it seemed that Ed Wallace was doomed to die unconscious and bleeding, Fox, Falco, and General Knight walked through the door.

"General, do you have O-negative blood?" Dorian asked

"Yes, otherwise I wouldn't be here." Knight responded.

"Good, we're making a fast transfusion, all three of you, right now."

***

LOCATION UNKOWN (Again) 

Ed Wallace found himself standing in a room of infinite size, all white, all around.

__

Where am I now? He wondered. Oddly enough, he wasn't in any pain. He was still attired in the same clothing he was wearing when he got shot, bullet holes and all, but there was no blood.

__

Oh God…did I die or something? He thought.

Then from off in the distance, an unfamiliar voice said, "No, you aren't dead…at least…not yet."

Ed noticed a figure walking towards him. As the figure approached, Ed could see who it was…or wasn't. He had always thought that in a near-death experience, his father might show up. However, the figure approaching him was not his father. Instead it was a red fox, dressed in a familiar flight uniform, and wearing a familiar red bandana. Ed almost mistook him for Fox McCloud. But he noticed that the fox looked much older than fox. This vulpine looked to be in his late 30s. Ed thought he had seen this individual somewhere before…then he realized it.

"You're James McCloud…aren't you?" Ed asked.

"Guilty as charged." The vulpine answered.

"I find it odd to be meeting a dead legend…" Ed said "You sure I'm not dead?"

"As I said before, you're not dead."

"Well then, where am I?"

"You are in an area between life and death. Some call it the Brink, others call it the Edge." James answered.

"And why are you here?"

"I am here because you are making a mistake."

"What?"

"You are choosing to die."

"That's not true."

"You may not know it, but right now, you're lapsing into a coma. Doctor Dorian is trying to get you three pints of blood to replace the ones you lost, and yet, without your will to live and survive, it will all be futile."

"What makes you think I would be giving up?"

"Because I am here. It is what I have been charged with having to do since my demise. And it's not the first time. I have come to the aid of another who believed all was lost, and I managed to save him."

"Who was that?" Ed asked.

"My son." 

***

Black Knight Sickbay, same time 

"How is he?" Fox asked

"I'm not sure. He's stabilized, but he's out cold. He's in a coma of some sort. I'm not sure if he'll make it, even with the transfusions." Doctor Dorian said.

The sickbay doors opened, and the rest of Starfox and BlackWolf, plus the surviving pilots of Shadow Wing's Beta Company, walked into the room, surrounding the bed where Ed Wallace lay.

"We came as soon as we heard." Jason Kage said, his left arm still in a sling. "How is he?"

"As I said before, we got the transfusions in time, but he's gone into some sort of coma. I can't explain it."

"So we have no clue if he'll make it?" Dante asked

"Only Ed knows for certain." Dorian responded.

***

"So you led Fox out of the crumbling ruins of Andross's lair?"

"Yes I did, and then, my task finished, I simply vanished. Of course, Fox cannot explain what happened, so he omitted that fact from his final mission report. I think it was that incident that finally convinced him I was truly dead." James responded.

"So you're saying that you're some sort of guardian angel?" Ed asked 

"I guess so."

"Okay, but why would I be giving up hope?" Ed asked

"Think about it."

Ed thought for a few seconds, and then he was hit with another realization. "Katya."

"Exactly. You're still upset that you couldn't save her"

"Of course I am. I should've been able to save her, and instead I watched her get cut down by Wolf O'Donnell."

"At least you were given the chance to make the attempt." James said. "My wife was killed as a result of a car bomb intended for me, and I couldn't save her, because I wasn't even on Corneria at the time. And even if I had known, there's a good chance I still couldn't have done anything."

"Well, that's something I never knew before."

"Well, the CDF doesn't like to let it out, and Fox hasn't really told anybody about it. Only Fox, General Pepper, and Peppy know that it should've been me, not Vixy, who should have been killed that day. In any event, after that happened, I was devastated. I wanted to quit, to go someplace and just die. But I realized that I could not quit until justice had been served. And even though I couldn't kill Andross, Fox managed to see to that. Which brings me back to why you are here."

"Which is?"

"You promised Katya she would be avenged. So quitting is out of the question. I know that the days ahead will not be easy for you, but you have to do this, if not for Katya's sake and for the sake of your friends, then for your own."

Ed was silent. "I need to think about this for a while."

"Well, you do have all the time you need"

***

Black Knight Sickbay 

"So, as far as you know, he might not ever wake from this coma?" Jason said.

"Exactly. There's a chance he could wake up, but right now…I'm not sure." Dorain responded

"So, what are we going to do?" Jenna Sandoval asked.

"Normally, I'd follow what his medical forms say. If he had a DNR, I'd pull the plug right here. But he doesn't have a DNR, and he never filled out a LMFPA form."

"What's that mean?" Jason asked

"'Leave My Freakin' Plug Alone'. The exact opposite of a DNR."

"So where does that leave us?" Dave Cheng asked

"Well, since Ed is unable to choose whether he lives or dies, I decided that that choice should fall to you. Ed has no living family, which puts his team and comrades in the hot-seat for a decision. The 11 of you get to decide his fate. Tell me 'yes' if you want to keep him on life support, or 'no' if you want to yank the plug."

The answer was obvious. One by one, each surviving and conscious pilot of Starfox, BlackWolf, and Shadow Wing voted to keep Ed on life support, regardless of whether or not he would wake up.

"You know that nothing is for certain." Dorian said after the voting ended. "He could be like this forever."

"He deserves the chance." Jason Kage said. "He put his life on the line for all of us to give us another chance, and we can only do the same for him"

"I agree." Fox said "If not for his actions, I'd be a corpse in space. I don't care how long it takes, he should remain on life support."

"After all," Dante said "He's a fighter and a warrior, and should not have to go out like this."

"I get the point." Dorian said "He'll remain on life support until he wakes. Until then, there really isn't much point in you all staying around. I'll call you if anything changes."

Dorian went to check on some of the other patients that had been sent to the _Black Knight_'s sickbay, including Mark Rendar. The Starfox, BlackWolf, and Shadow Wing pilots left, except for Jenna.

Fox noticed this. "Jenna, aren't you coming?" he asked

"No…I think I'll stay here. I have a lot to think about." She responded

"Like what?" Fox asked

"Ed and I used to date during our first year at the Academy. He was crazy about me, and for a while I was crazy about him…but then I broke up with him very harshly, which devastated him. Somehow I can't help but think that the reason he's in this coma is because I broke up with him…which set his life up for a massive train wreck."

"Well, I don't think that's true." Fox said

"But I do. I think that maybe I shouldn't have been so harsh to him, maybe given him another chance…or maybe give him another chance…if he ever wakes up."

"Well, I can't tell you what to think or what to do…so I guess you just have to figure things out for yourself. For your sake, I hope you make the right choice…because guilt isn't something you want to live with. 

Fox changed the subject.

"I'll be waiting outside. If he wakes up. Let me know, I wasn't to be the first to thank him for saving my life."

Fox left, leaving Jenna to battle her personal demons.

***

Ed faintly thought he heard his comrades saying 'yes' to something…but he couldn't be sure. Then he thought he heard Fox and Jenna having a conversation, but whatever it was, it was too muted for him to hear. He turned to James. "Are they talking about me?"

"Yes. The muted 'yes' you heard from your comrades was them all deciding to leave you on life support even if you remain in this coma for years. The conversation between Fox and Jenna had something to do with your prior relationship with her."

"Heh…" Ed chuckled

"What?"

"Funny how Jenna would bring up something like that now, especially after she broke my heart when she ended said prior relationship. But that's not important. Did they really all vote to keep me on life support?"

"Every single one, without a second thought."

"Well, I guess if they have that much faith in me…I guess I should go back."

"Do you think you are ready?" James asked

"No, but I'm not much good to anyone lying on my back unconscious. I'll just have to take the bad and the good and try and make something out of it."

"Seems like a good place to start." James said as a door marked "exit" appeared out of nowhere. "That door leads you home, it may take a while before you wake up, however."

"Thanks…for everything." Ed said as he left. Ed walked through the door and disappeared.

A cloaked cat walked up to James. "So, he went back, did he?" he asked

"Yes he did, Death. So you now owe me $50."

Death got out the money and handed it over. "Never bet against a McCloud." Death grumbled.

A black-furred wolf walked up to the two. "You think you would've learned that by now." The wolf said

"Shut it, Wallace." Death shot back.

"No need to get mad at Jon just because he's right." James said.

Death snarled and left James McCloud and Johnathan Wallace alone.

"So, my son went back." John said

"Yes he did. However, I don't think he's ready to take on the responsibility he'll now face." James responded.

"He'll get through it. Always does. It's a shame I didn't get a chance to talk to him."

"What would be there to say, really?" James asked "I mean, he's accepted your death."

"He may have accepted the outcome, but he wants to kill the cause."

"Think he can do that?"

"He has no other choice. Besides, he would be neglecting another promise if he doesn't."

***

__

Black Knight Sickbay, _about 1 hour later_

Ed slowly opened his eyes. He found himself in the sickbay of the _Black Knight_. He felt a dull aching pain in his chest, which assured him this wasn't a dream.

__

Pain is the only true sign you are alive…how ironic. He thought. He looked over to his right. Jenna was sitting half asleep next to him.

"Hey, you awake?" Ed managed to speak through the respirator mask over his muzzle.

Jenna looked at him "Ed…you're alive!" she almost shouted

"Was there ever any doubt?" Ed asked jokingly. "What are you still doing here"

Jenna suddenly went a little defensive. "Well…we decided to wait in shifts to see if you would wake up. I was chosen to be first. I was just about to leave and let the next in line in when you woke up. Actually, the next in line wants to talk to you, now that you're awake…so I'll just go."

Ed could tell she was lying, but he decided not to press the issue. "Okay, go ahead." Ed said.

Jenna stood up and walked out the door. Just before leaving, the wolf turned and said "Thank you for saving me." Then she was out the door.

Almost immediately Fox McCloud walked in. Before he could say anything, Ed asked. "Is the ship…out of danger?"

Fox was momentarily confused, but then he realized what Ed was talking about. "Yeah, you saved the _Great Fox_. ROB-2 and Dr. Dorian told me all about it. We all owe you one for that."

"Just doing what needed to be done." Ed said as he managed to pull the respirator mask off. "Where are we now?" 

"We're using a series of small hyperspace jumps to reach Solar, and then we're going to move in at impulse speed to an area in Sector X that Admiral Smith designated. The idea behind the small jumps is to throw the Imperials off our trail, and also some of the ships have damaged hyperdrive cores, so we aren't sure they could make long jumps." Fox said. "Also, Admiral Smith said the Imperials are going to have trouble searching for us anyway. It seems that we sent some of the hyperspace capable derelicts on random hyperspace vectors that ended up outside the Lylat System. As far as the Imperials know, we may have completely left the system, and gone to a planet that only the CDF knows about."

"What are our losses?"

"As of right now, we don't know. We're waiting until all ships reach the first rendezvous point."

"Are we even there yet?"

"No, we're an hour out. We had to make a few extra jumps to give the Imperials the slip."

"The Royal Family?"

"Safe and sound on the _Ikaruga_, save for Dante. He's fulfilling his duty as medic by assisting Dorian with some of the other wounded."

"What about Mark?"

"Dorian hasn't said much, since Mark is still in surgery. I'm pretty sure he'll come out okay, though." Fox said. "Okay, time for me to ask you a question. What the hell were you thinking?"

"I'm sorry?"

"You almost got yourself killed limping up to the bridge in order to save the _Great Fox_. What possessed you to do that?"

"I think losing one friend was enough for today." Ed said. "Besides which, the needs of the many, in this case you 4, outweighed the needs of the few…me."

"I think you've lost it." Fox said.

"No, not yet. I admit that it was a risky thing to do, but you guys would've died otherwise. There was no other way to fire the cannons, ROB-2's fire control circuits were compromised, and he was pinned under debris. I was the only other one who knew how to use the cannons. I had to do it."

"Well, I guess at the end of it all, the important thing is you stayed alive."

"Yeah, about that…your father is one hell of a guardian angel."

"What?"

Ed told Fox how he had met James McCloud while he was in his coma. Fox grinned slightly at the mention of the events one year ago. "Yeah, he did kind of surprise me, showing up and then vanishing like that. Somehow I'm not surprised he showed up to lead you out of your coma. He had a knack for doing the impossible when he was alive, and now he seems to do it still."

"I guess so." Ed said 

Fox glanced over his shoulder, and saw Dr. Dorian approaching. "It looks like the doc's here to check you over. I'll go let everyone know you're going to be okay. In the meantime, you should get some rest."

Fox left the sickbay. Dr. Dorian took out a medical scanner and gave Ed a quick look over. "Well, despite your best intentions, you're going to be fine. Your left lung and leg has been patched up, but you have three cracked ribs."

Ed felt a sharp stabbing pain in his chest "Only three?" he groaned in pain.

"You'll find that moving about isn't going to be easy, and breathing won't be much fun either. The painkillers should help, but as you can see, they wear off after a while."

Dorian gave Ed another shot of morphine, and the pain gradually subsided. "How long is this going to keep up?" Ed asked

"You should be able to walk within a day, the bullet missed your femur. The chest pains will take about a week to go away, so try and avoid heavy duty if at all possible."

"I'll consider it." Ed replied "How's Mark doing?" 

"Well, he's still in surgery, so I'm not sure. All I can say he will live, and still be able to walk. His arm was badly torn up, though. We're working on trying to save it."

"I see." Ed said. _Poor bastard…Going thorough the rest of his life with one arm…that could end his career altogether._

"For now, you should get some rest. There isn't any fighting going on, so you should focus on recuperating."

"Okay, I will. Thanks doc."

***

Fox was waiting for Dorian as he walked out of sickbay. "So, how is he doing?" Fox asked.

"He's going to make a full recovery…and that surprises me."

"Why?"

"I can't understand it. By all rights he should've died out on Katina. The bullet that hit his lung missed his heart by a mere 2 inches. Besides which, he couldn't have possibly survived that long if his lungs were filled with blood. It's as if he survived on his will alone."

"It's not uncommon."

"Yes, but he should be dead. I don't understand it. It's as if some higher power brought him back from the edge."

"You never know." Fox said with a small grin as he turned and walked away.


	13. Cost of War

Shattered Lylat: The Fragmentation War

NOTE: I think holosimulations are perfectly feasible in the world of Starfox, especially if you read the SF64 strategy guide.

Chapter 11

"Chances thrown 

Nothing's free

Longing for what used to be

Still it's hard 

Hard to see

Fragile lives, shattered dreams"

****

The Offspring –"The Kids Ain't Alright"

***

__

Black Knight Sickbay, 1100 hours, the next day (September 26th, 2550)

Ed awoke from his drug-induced sleep. Since he couldn't feel any pain in his leg or chest, he assumed the painkillers were still working. As soon as he tried to sit up though, he regretted the decision. The pain in his chest returned with a vengeance.

"Argh…damn it." He groaned as he slumped back into the bed. Dr. Dorian walked up to him.

"Ah. I see you're awake. How are you feeling?" Dorian asked

"Well, my chest still feels like I got hit with a sledgehammer, but my leg feels fine." Ed responded.

"Well, that's good news. You're recovering faster than I originally expected."

"Can I get out of here and walk around?" Ed asked

"Although I advise against it, your condition is stable, so you can go. However, I do suggest you restrict yourself to light duty for about a week."

"Okay doc. I'll take your advice…unless I have no choice but to go into combat."

"Understandable."

"How is the royal family doing?"

"They are safe onboard the _Ikaruga._ They transferred to it once we cleared the blockade. Dante of course has remained here."

"One more thing. How is Mark doing?"

"He checked out a little earlier. He said he was heading to holodeck 1. It's located on deck 10."

"Okay, I think I'll go there."

***

Ed had stopped off at his quarters to drop off his personal effects and throw on a shirt. He then limped to deck 10, and entered holodeck 1. He instantly noticed that Mark had set up an urban combat training simulation.

"Computer, give me an Omni-Falcon. .45 ACP load, with 2 extra clips." Ed said. 

About a second later, the gun and clips appeared in his hand. He pocketed the clips, armed his gun, and went to look for Mark. It didn't take him long. Ed followed the sounds of sporadic laser and pistol fire to Mark's location. Mark was firing his .357 Magnum revolver at a group of enemy soldiers, dropping them one by one. Ed helped him eliminate the next wave of holographic enemies, and they both paused to reload. Suddenly, another enemy solider tried to ambush Ed from behind. Ed heard the soldier, but realize he couldn't turn and reload in time. Suddenly, a green beam of light passed by Ed and speared the enemy holosoldier through the chest.

"Computer, freeze program." Ed said. The holographic enemy rhino was frozen in mid fall. Ed turned around again, and saw Mark still had his left arm outstretched. Jutting up slightly from the top of the husky's forearm was a small metal rectangle with a hole in the front. Smoke was wafting up from the hole.

"Care to explain?" Ed asked.

Mark put his arm down, and the rectangle receded into his arm "Well, it's kind of a long story. You know how badly those plasma rifles had shot up my arm, right?"

"Yeah."

"Well, in the middle of the operation, I woke up. You see, they never used anesthetic on me, just assumed I was going to stay unconscious. Just before they put me under, Dr. Dorian told me he wasn't sure he could save my arm. Naturally I had nightmares about not having an arm anymore while I was asleep."

"So what happened?"

"It turns out that the think tank at Damocles R&D came up with a daring, yet brilliant idea. They were going to take what was left of my arm, graft metal onto it, link up the neural pathways so I could still feel, and add a small pop-up laser blaster just for the hell of it." Mark said as he extended his arm for Ed to see.

"I'm guessing it was a success." Ed said.

"Absolutely, especially since they never tried it before. The arm is constructed out of light titanium, and uses nano-ploymers linked up to my arm's remaining nerves so that I can still feel what I'm touching. I have the ability to turn those senses off, with merely a thought."

"And the laser?"

"Also thought controlled, but I have to arm it first…to prevent accidents. I don't really plan to use the laser that much, just if I run out of ammo. The internal power pack is good for 20 shots before I need to replace it."

"Yeah, the smell of burnt fur and flesh is pretty bad. Speaking of fur, what's the fur on your bionic arm?" Ed asked

"Oh, yeah. That's synthetic fur. It looks and feels real, but it isn't. They managed to duplicate the real fur I had perfectly. The nanomachines in my arm are capable of replacing it if anything happens to the fur. Also, the nanomachines have enhanced the reaction time for the arm, so I'm faster and stronger. Too bad I'm not left-handed."

"So in other words, you're the 6 million dollar husky." Ed said

"Absolutely, and I couldn't be happier." Mark said. "Although I wouldn't want to trade in more of my body for this setup. Computer, end simulation"

The battlefield vanished in a stream of green alphanumeric characters, showing the gray holodeck walls and floor underneath.

"So, in any event. Thanks for saving my ass out there." Mark said "And I'm real sorry about Katya."

"I know you are, but you don't have to apologize, it wasn't your fault. We just got blindsided is all." Ed said. 

"Yes but…"

"But nothing. What happened wasn't your fault, end of discussion."

Ed left the holodeck. 

__

Whose fault was it, then? Mark wondered as he watched his friend leave. 

***

Royal Bedchamber, Cornerian Palace, Corneria City, Corneria, same time 

Josef Caine yawned as he awoke from his sex-induced slumber. Lying naked next to him was Katlin Stienburg. The two had decided the best way to celebrate toppling the Davidson rule of the planet, was to sleep in the bed reserved for the royal couple. They both had found the thought of cleansing the Davidson's presence with that of their own…symbolically interesting.

__

Not to mention great! Caine thought. True, he hadn't thought of Katlin as his first choice for a mate, but they had become attracted to one another as they plotted the Cornerian invasion following Lord Kyle Kerrigan's death three months ago.

Caine turned to look at Katlin as the harpy eagle awoke slowly.

"Good morning, lover." Caine said almost cordially.

"The same to you." Katlin responded. "What time is it?"

"Around noon."

"Crap. There must be dozens of calls coming in from our commanders…"

"No, actually, not a single call has come in. We haven't had any word from our commanders since they started hunting for the CDF."

"Is that good or bad?"

"I'd say good, maybe the CDF has decided to leave entirely. Besides, they know we've broken them, we don't have to worry about them even if they are still around…"

The communicator on the bedside table beeped. Caine answered it. "Emperor Caine speaking."

Storm Eagle was on the other line. "We have an update on the tracking situation. I request to speak with you at your earliest convenience. Colonel O'Donnell also wishes to speak with you."

Caine thought. "Have all the commanders meet at Fort Imperium in 1 hour."

"Affirmative, it will be as you wish."

The comm blanked out.

"Why give him an hour?" Katlin asked.

"Because I think we need to discuss…strategy…together first." Caine said as he wrapped his arms around her.

"I think I'm going to like this." Katlin said as she brought her beak to his muzzle…

***

Outside the Royal Palace, same Time 

Corporal Ronald Duvall of Ackerson's Rangers stared through his field binoculars at the royal palace. He adjusted his focus to zoom in on the window into the Royal Bedchamber…and was instantly traumatized by what he saw. Unfortunatley, he was unable to tear his eyes away from it.

His radio crackled. "Base to Recon 1, what is your status? Base to Recon 1, come in."

The tiger picked up his radio. "This is Recon 1. I've…uh…located Caine and Stienburg."

"Great. What are they currently doing?" said the voice on the radio…that of Sgt. Brody Anderson.

"Well…they're uh…"

"Out with already!"

"They're getting…intimate."

"What? Like screwing?"

"Yes, Brody that is EXACTLY what they're doing!"

"Man…what's it like?"

"Extremely disturbing. Get Colonel Ackerson on the line."

"Sure no problem."

A few seconds later, Ackerson was patched in. Duvall apprised him of the situation, then…

"Colonel. I request permission to end this disturbing spectacle by shooting them both dead…right here…right now." Duvall said

"Negative, Corporal. You and I both know a sniper rifle can't get through the defensive measures around the palace. Hell, it was designed to withstand multiple Cobra torpedo hits."

"Yeah, I know. But it's a little gross to see the leaders of the enemy army humping their brains out."

"Tell you what, we'll send a Nightshade in to pick you up. You can take a day off from patrols and recon."

"I'm still going to need something to forget this incident." Duvall said.

"Okay, fine. There will also be a stash of _Playfur _magazines on the Nightshade for your personal use." Ackerson said.

"Thanks, sir."

***

__

Black Knight Observation Deck, Black Knight, Somewhere between Katina and Solar, 10 minutes later

Ed Wallace stared out into empty space…pondering what the CDF would do next.

__

Admiral Smith gave us coordinates in Sector X, I wonder what's there? He wondered. _Maybe it's a secret Damocles arsenal…or something…_

The sound of footsteps behind him brought him out of his ruminations. He turned around. Approaching him were the surviving Shadow Wing Beta Company pilots. 

"Heard you were up and about." Jason Kage, his left arm still in a sling, said. "How do you feel?"

"Well," Ed answered. "I feel like I got hit in the chest with a sledgehammer, but otherwise I'm fine."

"What about Mark?" Dante Davidson asked

"He's fine. They gave him an advanced bionic arm that allows him to achieve everything possible with his old arm, plus a bit more. But I get the feeling you four didn't show up just to ask me how I'm doing."

"You are right." Dave Cheng said.

"First, we're here to offer our condolences on your loss of Katya." Jenna Sandoval said. "We all knew how…close, the two of you were."

"Hm…I guess we did brag a little." Ed said. _I wish they'd all stop apologizing…it's not like it was their fault she died._

"Secondly." Jason continued "we're here to inform you that we're renaming the squadron."

"What?" Ed asked

"Well, since almost the entire squad was wiped out, and we have had no contact with the Wing's founder and leader, we've decided to reinvent ourselves. The cloak of secrecy has been cast aside. We are warriors reborn. Hence the new name…the Revenants."

"Fitting name" Ed said

"Besides," Dante said. "Katya was always pushing for us to be less secretive and isolated from the rest of the CDF. I feel maybe this is what she would've wanted."

Upon hearing those words, the full weight of what had happened finally hit Ed. The shock of Katya's death had been repressed for so long, and now it was coming at him full force.

__

If I lose composure now…no…I have to get outta here.

"Yes…" Ed said holding back tears, "I think you're right. Now, if you'll excuse me…I'm not feeling to well."

***

Ed practically ran off the observation deck, and made the best possible speed to his quarters. He quickly shut and lokced the door behind him, and slumped to the ground, tears freely flowing from his eyes now. He reached into his pants pocket and pulled out Katya's ID tags. He stared at them, sobs wracking his body.

"Oh God, Katya…I'm so sorry." Ed cried softly "This wasn't supposed to happen, this is all my fault…you weren't supposed to die…"

He sat there, slumped against the door, crying out and thinking the same thing.

It's all my fault… 


	14. Wallace's Theme

Shattered Lylat: The Fragmentation War 

Chapter 12

"But in the end there is one thing to remember. No matter how alone you may be, no matter how painful you feel, you have friends beside you who will see you through things."- J.D., "Scrubs"

__

Black Knight, outside Ed Wallace's quarters, 1300 hours, September 27th, 2550

The pilots of Starfox, Black Wolf, and the newly named Revenants stood outside the locked door to Ed Wallace's quarters. "How long has he been in there?" Fox McCloud asked 

"Near as I can tell, Ed's been holed up for over 24 hours." Responded Jason Kage. "He locked out his door access commands, nobody can get in."

"What's he been doing?"

"Well, he cried for a good amount of time." Karl Riker said. "Then we heard him get up, and I think he started chugging down beers."

"I told you the private minibar was a bad idea." Mark responded.

"Anyways, he then slumped up against the door for a while longer…and then we heard nothing up to this point."

"My guess is, he's either passed out, or watching _Vixens in Heat 3 _with the sound off." Damien said with a grin.

Karl cuffed his friend on the side of the head. "Mind your manners. He may be an emotional wreck, but he's still our commander. One other thing, he kept apologizing to Katya, and saying something was all his fault, and also that something wasn't supposed to happen."

"Hmm…" Fox said. "interesting." Fox knocked on the door to Ed's quarters. "Ed? You awake?"

"Yeah…I'm awake. What is it you want, Fox?" Ed's pained voice came through the door.

"You kept saying that something was your fault, and that something wasn't supposed to happen. What did you mean by that?"

"What I meant…" Ed said, sobbing quietly, "Is that Katya should not have died out there. It's my fault she did."

"How so?"

"Three months ago you convinced me not to kill Wolf O'Donnell. I agreed, and now he's killed the love of my life."

"So why is this your fault? I'm the one that convinced you not to shoot Wolf."

"I also failed to open fire on Wolf's MAC as it towered over us just before he shot her." Ed said.

"Like there was anything a K21 assault rifle could've done against a MAC." Fox said.

"It doesn't matter…Wolf wanted me dead. If I had shot at him, maybe he would've just shot me and spared Katya."

"Ed," Mark said "that's crap. I was manning the gun, and I failed to fire. If it's anyone's fault. It's mine."

"No. It was my fault. I had the chance to do something…anything…and by the time I did it was far too late. I can't do this anymore. If I can't be expected to act in time, then I have no place in this war."

"Come off it, Ed" Fox said. "I said the same thing once. Remember what you told me? How I owe it to Fara to make sure I avenge her? Well, I know that you promised Katya the same thing."

"Yes, but I failed to save her when I should've. You didn't have that choice to make. I've made up my mind…I'm staying in this room until we all get blown up, or the war ends. Either way, I don't care."

Fox stood up. "He's impossible to negotiate with."

Jenna Sandoval walked up to the door "Then let me try. I used to date him."

"And this gives you an advantage…how?" Falco said.

"Just watch. I suggest you guys leave, he'll be more likely to talk if we're alone." Jenna knocked on the door "Open up, you drunken bastard! It's me, Jenna."

The door slid open, and Ed practically fell out into the hallway. By now, the others had left. "Well, well, well." Ed said "If it isn't the girl who broke my heart and left me a depressed wreck for 2 years."

"Oh shut it." Jenna said. "You and I need to talk…now."

Ed picked himself up. "Fine…come in."

As Jenna entered, she noticed Ed was still clutching Katya's ID tags in his right hand. _Wow…the poor guy's really lost it_. She thought. She looked around the room. She noticed at least 20 bottles of beer on the floor.

"How many drinks have you had?" she asked Ed

"Well…I think I had about 20 last night…and maybe a couple more this morning…but I'm pretty sober now." Ed responded as he sat down on his bed. Jenna sat down next to him.

Jenna didn't notice a slur in Ed's voice, so she decided not to go down that path. "So I hear you want to quit. Just give up fighting."

"Yeah. I couldn't save her; I can't be relied on to save anyone else…what's the point?" Ed said sadly.

"You saved the Starfox team, me, and the other Revenatns."

"Difference."

"Explain."

"Well, I'm not gay for one thing, and for another thing, you and I aren't an item anymore."

"I meant a real reason." Katya said as she gave Ed a light punch in the arm.

"I saved them by pure luck, and you and the others because I was just in the right place at the right time. Something I was when Katya died…yet I failed to do anything." Ed said.

"You were staring down a 80-ton 10-meter tall death machine…what makes you think you wouldn't have frozen?"

"I don't know. It's just that…I cared about her so much…and just like that, she was taken from me."

"Yes, but you risked your life to save the rest of us, and her. You managed to get her body back here so she could have a proper burial. You then ran 2 kilometers back to the _Black Knight_, and despite near-fatal injuries, you saved Mark from being killed. Plus, I hear you shot Wolf O'Donnell in the ass."

Ed grinned slightly, but then he frowned again. "I hope there's a point to this."

"My point is this. You went above and beyond the call of duty to save 5 pilots who risked their lives protecting the Prince. To give up now would only shame Katya's memory of her selfless sacrifice to Corneria. I know it isn't going to be easy, but you have to get back out there, and fulfill your last promise to her. She must be avenged."

Ed thought. _Argh…you know she's right. But one question remains…_

"Jenna, you didn't care this much when you left me…why do you care so much now?"

Jenna paused "I feel…like this is somehow my fault. If I hadn't dumped you so horribly, maybe you wouldn't be contemplating quitting…"

"Jenna, that's not true. Sure, I felt like I wanted to die after you left me, and my grades tanked that term…but I bounced back. Remember, I saw you off to what I know now was your Shadow Wing training. If I can bounce back from that…I think I can bounce back from this. For everyone's sake…not just mine and Katya's, but the whole of the CDF, and especially the Royal Family."

Jenna smiled "I knew you'd come around."

"Well, your talk reminded me of another promise I made. Just before the Imperial's main strike on Corneria, I visited the graves of my parents. I told them I'd probably be leaving for a while, and I didn't know when I'd be back. But I did promise them that when I returned, the ones responsible for killing them on Zoness would be killed. If you hadn't convinced me to keep fighting, I would've disgraced their memories too."

"Well, I hope you fulfill all your promises." Jenna said as she stood up and walked to the door.

"Jenna," Ed said. The timber wolf turned and looked at him. "Thanks…for everything."

"Your welcome." Jenna said. Then she left.

Ed looked around the room. Ed set about throwing all the beer bottles in the recycling bin. Once he was satisfied his room was clean, he sat down on his bed again and went into deep thought.

Well, this is an odd turn of events. Jenna's becoming a lot friendlier towards me…although I doubt she wants us to get back together. Well, it's too soon for me to start dating again anyway…and I'm still a little depressed. I need an outlet for that depression. 

Ed looked around. He spotted his black Fender Stratocaster guitar.

Back in the academy, he had been a decent guitar player. He had even been in a band, called "The Greenwings", which had been named after the slang term for the CDF fighters. He and Mark had been in it, along with two other cadets. Mark had been drums and lead vocals, Ed had been lead guitar and vocals. The band had been a mild success, but had to disband in the 4th year when it interfered with studies.

__

Well, they always said music is good for depression…whoever "they" are. Ed thought as he picked up the guitar. He tuned it up. Once he was satisfied with the way it sounded, he turned on his amp, and played the first song that came into his head.

Soul Asylum "Can't Even Tell" __

I may never get what I want

But I'm happy just to die trying

And I hope I ain't done nobody wrong

But I miss you smiling

And I'm looking for a cure cause I'm bored to tears

And I'm stuck in here, stuck out here, stuck in here

We lived through another day

It's a good excuse to celebrate

Take a number knock on wood

We'll find a reason to feel good

I know you know I wanna know how I feel

I can't even tell

I can't even tell

I can't even tell

No one knows nothing about me

I'm guessing I'll just keep 'em guessing

No one sees what I see

This is my blessing

And I'm looking for a way to get out of here

Get me out of here, out of here, out of here

We lived through another day

It's a good excuse to celebrate

Take a number knock on wood

We'll find a reason to feel good

I know you know you wanna know how I feel

I can't even tell

I can't even tell

I can't even tell

I'm out of here, out of here, out of here

I know you know I want to know how I feel __

I can't tell

I know you know I'll tell you if it's real

It's not our last affair

I can't even tell

I can't even tell

He finished the song…and paused. _Odd that that song could sum up my life up to this point…guess it really did fit the occasion._

He started playing again, this time it was "Crockett's Theme" 

Jenna had hung out outside Ed's door as he played "Can't even tell", and started walking down the hall as she heard the slow mournful notes of "Crockett's Theme" emanating from the room. 

Fox was waiting for her at the elevators "So? How's he doing?" he asked her.

"Well, although the guitar playing he's doing right now is a little on the emotional side, I think he'll be okay. Just give him a while."

"Okay…and how are you doing?"

"In regards to?"

"How you feel about him."

"I'm still not sure. It really confuses me. I feel like I should be there for him, and yet I'm not sure if I want to be, or if he even wants me back."

"Well, as I said before, I can't tell people what they think. You two will just have to sort it out amongst yourselves."

"I know. Thanks anyway."

Jenna stepped into the elevator as the notes continued to echo through the almost empty corridor.

Fort Imperium (Formerly CDF Base Alpha), Corneria City, Corneria, Sept. 26, 2550, 1200 hours 

Josef Caine and Katlin Stienburg entered the fort's briefing room. Seated at the table were Storm Eagle, General Bison, Admiral Blaire, Admiral Caiman, and Wolf O'Donnell

"You said you had an update on those Cornerian ships headed outsystem?" Caine asked as he sat down.

"Well Emperor General…there's good news and bad news." Said a nervous Admiral Blaire. "The good news is we intercepted all of the outbound vessels that were exiting the Lylat system."

"And the bad news?"

"All of the ships were abandoned derelicts. None of them had any crew…and some were even booby trapped. We lost at least 5 cruisers to the CDF's ruse."

"Well…I should've know the CDF didn't have any knowledge of habitable planets outside of Lylat. At least tell me Operation: Backstab was a success." Caine asked hopefully

"Um…you tell him O'Donnell." Storm Eagle said as he pulled at his uniform's collar nervously.

"Tell him what?" Steinburg asked

"You want me to tell them?" Wolf asked "Fine…" Wolf's one good eye had a cold glint in it. "Here's what happened. The Mavericks failed to destroy the _Phantron_, and allowed 5 Beta Squadron pilots to crash on the surface. 4 were rescued by Ed Wallace, who later shot me…in the ASS!!!"

"So…I'm assuming the Royal Family, part of Beta Squadron, Black Wolf, and Starfox are still alive?" Caine asked

"Obviously yes." Wolf said.

Caine frowned and glared at Storm Eagle, and then glared at Wolf. "You know, I didn't ask for much. I just asked for you to KILL THE ROYAL FAMILY, KILL THEIR BODYGUARDS…AND KILL THE MERCENARIES! Now evidently the Cycloptic Colonel here tells me that you failed in this mission, and got shot in the ass as a result."

Storm Eagle spoke up. "Uh…only Colonel O'Donnell got shot in the ass…"

"Quiet you," Caine snarled. "Fine…what good did you bumbling morons accomplish?"

Wolf spoke up. "I killed Ed Wallace's girlfriend right in front of him while he was powerless to do anything."

A pause. "Go on…" Caine said.

"Well…it should cause him to be an emotional wreck."

"Will it?" Caine asked

"I agree with Wolf. Lt. Marlowski, the defector, said that Fox McCloud was a wreck after his girlfirend died, which is why he provided the data regarding Captain Wallace's girlfriend, another Beta pilot." Storm Eagle said.

"Okay…so that's one potentially good thing you did. Anything else?" Katlin Stienburg asked.

"Actually, we have managed to capture one of the best squadrons in the CDF."

"Interesting…please continue." Caine said as he started to grin.

__

Black Knight, Solar, Sept. 28th, 2550, 0900 hours

Ed woke up with the sun literally in his eyes. Once he could manage to see again, he polarized his cabin windows and noted that they had finally reached Solar. Throwing on some clothing and donning his flight shades, he headed out to get some breakfast.

Ed walked into the lounge area of the _Black Knight_. He noticed that Karl, Mark, and Damien were still eating breakfast. Without saying anything, he warmed up a few pancakes, grabbed a glass of orange juice, and sat down with them. As he started eating, Ed noticed that they were staring at him.

"What?" he asked looking up from his meal.

"You okay?" Mark asked.

"Well…I'm not 100%, but I'm getting there." Ed said.

"You absolutely certain?" Damien asked

"Yep."

"Damn…now I can't make anymore rude jokes about you watching porno films." The hawk lamented

"I heard the one about _Vixens in Heat 3_,by the way." Ed said with a slight smirk. "Not that funny." His expression relaxed again. "When did we reach Solar?"

"About an hour ago." Karl said.

"How many ships have made the rendezvous?"

"Well…there were 150 ships that left Katina, 50 of which headed to Zoness. So far, 60 ships have made rendezvous, and we're going to wait a few hours for the rest to arrive."

"And then to Admiral Smith's coordinates in Sector X." Mark added. "Nobody seems to know what could be there."

"Do we know of any losses?" Ed asked

"Only a few. Captain Hunter reported that only his ship escaped Katina. He reported that the _Bahamut _and the _Ramuh_ were taken out by a _Halberd _and a _Saruzin-II_. We haven't heard anything else, so any other losses will probably not be known till the grace period is over."

The lounge's vidcom activated, and ROB-2's face appeared.

"Sirs, we are receiving an emergency distress call over 100 km from here. Putting it onscreen"

The screen switched to display a distorted image of a panicked grey fox with a bleeding gash over his right eye. The image and sound kept fading in and out…but the message was clear.

"This is Lt. William Black of Husky Squadron. Can anyone hear me? I'm losing life support and system power! If any friendlies can hear me, please respond."

Ed hit the respond button on the comm button nearby. "Billy, this is Ed Wallace, we hear you and are on the way. Can you give us a location?"

"Oh, thank God you guys are around!" Billy said. "I'm in Solar Grid 6, location X23, Y56, Z90."

"All right, we'll have you on the _Black Knight _in no time." Ed discommed. He turned to the others. "Okay, let's get out there. I'll use my _Galvatron _to get him back here. You three fly cover in case any Imperials are lurking about."

10 minutes later 

Ed had used his MAC to detach the cockpit module from Billy's crippled Arwing, and brought him back safely with a little oxygen to spare. Dr. Dorian was now looking Billy over in sickbay.

"Well, the shrapnel didn't cause a major cut. The stitches can come out in a few days." The Dalmatian said.

"That's good, because I want to get some payback in as soon as possible." Billy said.

"Speaking of…what happened to you anyway?" Ed asked.

"It was insane." Billy said "The Imperials just came out of nowhere and ambushed us on Katina. Bulldog Squadron was wiped out in seconds. We fought on bravely, but it was futile. All of Husky Squadron, except me, were captured. I barley managed to make the hyperspace jump."

"Are you sure they were captured?" Mark asked.

"Yes. At the risk of my own life I did a flyby of the battle site. I saw Captain Grey and all the other pilots being loaded into Forge APCs…by Star Wolf and those Maverick Wing pilots."

"More that they have to answer for…" Ed trailed off.

"What?" Billy asked

Ed told him what the Mavericks had done to Shadow Wing, and what Wolf had done to Katya.

"I had no idea…we had just heard the Royal Family had been ambushed…" Billy said. "I'm sorry for your loss, Ed. How are you holding up?"

"I was a wreck for about 24 hours, but I'm okay now."

"You sure?"

"Positive. I beat death, I beat heartbreak, all that remains is the Imperial Army." Ed's face was a grim mask of determination, leaving no doubt in his comrade's minds that their leader was back.

Imperial Military Detention Center 22-A, Katina City, Katina, 10 hours earlier 

Captain Bill Grey was led into an interrogation room, flanked by two armed guards. Behind him was Emperor-General Josef Caine. Grey was roughly forced down into a chair, and then Caine dismissed the guards.

"You're a little too trusting of me not to try and kill you, Caine." Bill said.

"Well, all I have to do is give the word and all of your squadron will be executed if you try and attack me."

Bill settled back in the chair. "Enough of this…what do you want from me?"

"Isn't it obvious? I want to know where you're comrades are really headed."

"I don't know. The cruiser _Vigilant _was supposed to take us to the rendezvous…but you blew it up."

"I can tell when you're lying to me, Captain. Now answer or your comrades will pay the price!" Caine's hand moved towards a radio.

Bill's shoulders sunk in defeat. "Fine…they are headed to Zoness…but then they're moving again within 2 days. I don't know where we were going to go next. Some rumors were of a preemptive strike on Area 6.

"That's all we need to know. You've been a great help. The guards will get you in a couple minutes to take you back."

Caine turned his back and left, leaving a seemingly distraught Bill Grey. However, as soon as Caine had left, the husky began to grin.

__

The fool. He bought it hook, line, and sinker. While it was true there were CDF forces headed to Zoness, most of them were headed towards Sector X. Also, the little lie about a planned assault on Area 6 would put Caine on the defensive. In effect, Caine would underestimate the CDF presence at Zoness.

__

And there he shall fail. Bill thought, grinning maniacally. _Hopefully, whatever Smith is hiding is Sector X will be active by the time Caine recovers from this defeat_.

END CHAPTER 12 ****


	15. The Last Secrets of Shadow Wing

Shattered Lylat: The Fragmentation War 

Chapter 13

"We're you're best kept secret." Agent J- _Men in Black_

__

Sector X, September 30th, 2550, 1500 hours

[Captain Ed Wallace's Log: "Today is September 30, 2550. For the past two days, the _Black Knight, Great Fox_, _Phantron_, and 82 other CDF and DSF ships including the _Ikaruga _have been navigating Sector X on impulse power alone. Whatever Damocles Industries hid in the nebula, it is hidden well. No ships can reach it by hyperspace. No sensors can detect it. I'm really looking forward to finding out what exactly is hidden here. Whatever it is, I have no doubt it can help us stem the Imperial flood of tyranny."]

"ROB-2, projected ETA on Nav Damocles." Ed asked the robotic pilot of the _Black Knight_.

"ETA is 2 minutes, Ed."

Ed looked through the viewscreen of the bridge of the _Black Knight_. There wasn't much to see right now, except the dark purple clouds of the Sector X nebula, and the form of the _Prometheus _dead ahead leading the fleet onward. Ed checked the two auxiliary monitors of the ship. He could see the battered form of the _Tempest _flying in close escort with the _Great Fox _and the _Phantron_ to the starboard side of the _Black Knight_. Through the portside monitor he could see the _Ikaruga_, mostly unscathed, along with it's escorting _Rook _cruisers, Admiral Gestahl's command vessel _Galaxian_, and the remaining DSF _Bayonets_. The other ships, which made a total of 85, were flying behind the main vanguard; each ship more damaged than the last. The retreat from Katina had been brutal. Especially for the _Great Fox. _The once majestic ship had two massive blast craters from Apocalypse missile hits, plus numerous other blast marks and damaged hull sections. It was a wonder the ship was still in one piece, as it also had numerous breaches along its dorsal spine. Of course, the _Black Knight _was also sporting its fair share of damage. The repair drones had been destroyed by an Imperial Naval Heavy Laser, and the bridge was still cluttered with debris. Decks 7 through 10 also had hull breaches, which still needed to be repaired. __

85 starships out of the 300 we had before the Imperials invaded Corneria. Ed thought. _Since we haven't heard from the fleet that went to Zoness, we can't count on them to return. Still, if they survived, then that's another 50 ships out there._

A few Wolfhound fighters flew a patrol pattern past the _Prometheus _before circling back towards the main fleet. Ed thought about the fighter losses as he watched them go by.

__

At the onset of the war we had almost 2000 fighter jets, 850 bombers, and 1000 tanks. Now there are less than half that number…and even fewer pilots. Still, those who remain are a determined bunch, and the addition of 700 MACs to our arsenal may prove useful in the days and weeks ahead. Plus, the DSF has their units, and they know how to balance offense and defense better than we do. Hell, it's how they stay alive.

"Incoming burst transmission from Admiral Smith. He says we have arrived at the coordinates, and we should be able to see what he brought us here for in just a few seconds." ROB-2 reported, which snapped Ed out of his ruminations. He focused all his attention forward. Slowly, a massive object began to emerge from the nebula clouds.

"Oh my god…" Fox McCloud said over the open channel.

Emerging from the clouds was a massive white space station with some blue trim. Mostly cubical in design, but with two large arm-like protrusions that curved out in front of it. Ed guessed the station was at least 4 miles long, 4 miles wide and 3 miles high. It was bristling with weaponry, including 2 large cannons that Ed knew were omni-cannons just by looking at them. The station was surrounded by 10 _Bayonet _cruisers, and a cruiser that Ed thought looked similar to a _Teamster _transport, but he saw it was bigger and better armed.

"So this is it…" Ed said

"It's huge…" Mark muttered.

"That thing could ruin anybody's day." Damien said.

Karl just stared, but finally said. "It's unlike anything I've ever seen before."

Admiral Smith appeared on the vidcom. "Everybody, I give you Damocles Starbase. The largest and most advanced space station ever designed. It is armed with over 200 laser batteries, 100 omni-directional missile launchers, and of course, 2 Arspace designed omni-cannons. It is so big it can construct two battleships, 4 cruisers, 20 frigates, 1000 strike craft, or any combination of the 4 simultaneously. It is carries a crew of over 10000, and living quarters for 25000 more."

"And this would be our way to take the fight back to the Imperials?"

"Absolutely, although we are going to require a plan. I'm going to start having ships line up for repairs. We'll start with the _Great Fox, Black Knight, Phantron, Tempest, _and _Galaxian_. To repair the _Ikaruga,_ we'll send the _Thames _to help with repairs.

The unknown ship Ed had seen earlier was now moving towards the _Ikaruga_. Another vidcom window opened up, and it showed a English Sheepdog wearing a full DSF military uniform.

"Captain Bob Jackson of the salvage and repair cruiser _Thames _standing by to assist the _Ikaruga _with repairs." The sheepdog said. "We are launching our _Collector _REMASCS to begin repairs."

"REMASCS?" Ed asked, pronouncing it 'Remasks'

"Repair, Mining, And Salvage Corvettes" Jackson elaborated. "They can mine for minerals, repair ships, or be used to take over other ships, be they derelict or occupied. They are armed with a class-5 autocannon, and 2 laser cannons for defense. They can also carry a strike team of up to 10 soldiers."

"Sweet." Ed said as he observed the boxy corvettes moving in on the damaged hull sections of the ark ship, and began using laser welders to patch up the breaches.

Meanwhile the _Black Knight _had finally docked on the station, and repair crews began moving towards the cruiser. Admiral Smith came on the vidcom again.

"Ed, Fox, Jason. I am holding a staff meeting for the military commanders on board the starbase. I believe you three should attend, as this is a briefing about what our next move will be, and I think our mercenary commanders and our Special Forces leaders should be in attendance."

"You sure Admiral Gestahl won't blow his stack over us being there?" Fox asked

"If he does, so what?" Admiral Smith asked in reply.

"Good point." Fox answered. "He won't risk making himself look stupid in front of so many senior officers."

"Glad you agree. See you in 10 minutes." The Admiral's comm window closed.

__

Briefing Room Alpha, Deck 14, Damocles Starbase, 10 minutes later.

Ed looked around the large briefing room. He could see that almost all senior staff of both the CDF and the DSF were present; Prince Davidson included. Missing of course, were the late Admiral Collins, and Lt. General Magnusson, who of course was at Zoness. Ed also remembered that the commander of the fleet sent to Zoness, Commodore Kathryn Snipes, would also not be here. He also crossed Lt. General Kent, Colonel Ackerson, and Colonel Davis off his mental list. Ackerson was the only one of those three still alive, as far as he knew. Kent died protecting the academy. Colonel Davis was an Air Force officer who got shot down protecting the _Galaxian_.

__

Well, we could have lost a lot more commanders. He thought, _Although I wouldn't mind losing Gestahl_. That thought he had added as he noticed Gestahl was staring at him with a look that could melt titanium. As Ed's gaze swept the room again, he noticed a timber wolf sitting near General Pepper. The wolf was wearing a CDF military uniform, with a rank of a 3-star general. The only problem was, Ed didn't recognize him.

__

It's obvious this General must be involved with something secret…perhaps Shadow Wing? Ed mused. He stopped pondering this however, as Admiral Kevin Smith was now standing and addressing the assembled commanders, including the entire squadrons of Black Wolf, Starfox, and the Revenants.

"Thank you all for coming here on such short notice." The Admiral began. "As you know, things have gone from bad to worse since the Imperials redeclared war on us."

"Redeclared?" Ed heard a voice he identified as Commodore Stocker's "More like 'attacked without provocation or declaration'."

"Commodore, mind yourself." The unidentified General said in a slightly Scottish accent. "We all know we were blindisided."

"Right…sorry." Stocker said. "Please continue, Admiral."

Admiral Smith nodded and continued. "The Imperials have hit us very hard, but they made one mistake: they failed to wipe us out. This means we are still a viable force against them. And we already have plans set in motion to make sure that Emperor Caine regrets making this mistake"

"Explain." Admiral Gestahl said

"I believe he's talking about this starbase, Admiral." Fox McCloud said.

"Don't point things out for me, Mercenary." Gestahl said as he glared at Fox

Ed and Jason were about to protest when General Pepper grabbed the Admiral by the arm "That's enough, Admiral." The General said quietly.

Gestahl glared at Fox, then Ed, and then at Jason Kage. Almost as if to say "this isn't over"

Admiral Smith cleared his throat. "Anyway, Captain McCloud is partially right. The starbase is but one part of our planned counter-offensive. At this time I would like to have General Daniel Carrington, founder of Shadow Wing, come up here and explain another part of the counter-offensive, as well as give us intel on the so-called 'Maverick Wing'."

The timber wolf Ed had seen earlier stood up and walked to the central podium where Admiral Smith stood.

__

So this is the enigmatic founder of Shadow Wing. Ed thought. He noticed that many of the commanders were staring at Carrington, some with angry glints in their eyes.

__

They can't possibly think that he's responsible for the Mavericks…can they? I certainly don't, and I have more reason than any of them to hate somebody. Ed thought.

Carrington didn't seemed fazed by the glares thrown in his direction. He cleared his throat and began to speak.

"Hello. As Admiral Smith already said, I am the enigmatic founder of Shadow Wing. I founded it 9 years ago at the request of the CDF Joint Chiefs. They wanted a unit capable of handling situations the regular army couldn't officially intervene in. Right now you probably want my head on a pike for what the Mavericks did on Katina. But consider this, why would I show up if I had been behind that? I can assure you I had no idea they had sold us out and I assure you I plan to assist in any way possible to bring the Maverick Wing to justice. So I am officially declassifying all information on the Mavericks."

Carrington motioned to Admiral Smith, who hit a button on a projector located at the back of the room. It displayed the logo of the former Alpha Company, the Greek letter Alpha emblazoned over two crossed broadswords.

"Alpha Company was created 9 years ago at the same time as Shadow Wing's inception. The first twelve members were labeled officially as dishonored pilots of the CDF, save for one civilian vigilante.

Ed noticed that Captain Smirnov had twitched slightly at the mention of "civilian vigilante". Ed also noted that General Pepper and Prince Davidson had noticed the Captain's twitch. _What does he know?_ Ed thought.

General Carrington continued. "The first twelve were immediately given code names, their real names lost over the 9 years to almost everybody but myself and of course, the twelve pilots."

Pictures of the twelve original members were displayed by the projector. Well…almost. The last member's picture had been obscured and pixelated. Nobody could tell who he, or she, was.

"This twelfth pilot, known as Sabrewulf, was moved to Beta Company when it was founded 2 years ago. The reason behind Beta's founding, and Sabrewulf's reassignment, was related to a discovery near Fortuna in that same year. The Stealth Cruiser of Alpha Company, _Shadow_, found a derelict sleeper ship near Fortuna. We boarded it, but found all the cryostasis chambers had malfunctioned, leaving no survivors. Even if someone had survived, the total systems failure of the ship would've finished them off. But we still made an amazing discovery from the ship's logs and flight recorder. We found the ship had been launched from the planet Cerinia."

There were murmurs throughout the room. Everyone knew about Cerinia. It was a legendary planet, reportedly home to a race of sorcerers…if one chose to believe in that. Some just said it was false, others said it was not magic, but psychokinesis. In any event, nobody expected to find the truth, as the planet had been wiped out by a biological weapon attack by Andross over 5 years prior, with no known survivors.

Carrington waited until the murmurs died down, then continued his speech as DNA info was displayed.

"We examined the bodies of the dead Cerinians, and found that while their DNA and physical appearance was, as believed, remarkably similar to that of Lylatians, they had certain genes that we didn't have, presumably what gave them their psychokinetic powers…and logically we believed that was what they thought was magic. We decided to use gene therapy on the Alphas to see if they could develop psychokinetic powers when the Cerinian DNA was spliced with their own. We gave them the option on whether or not to undergo the operations. Sabrewulf refused, citing that it was too risky, and he had too much to live for. So I decided to create a second company, this consisting of normal soldiers, and have Sabrewulf hold a position of authority on the Beta's command ship

Captain Smirnov shifted uncomfortably in his seat. Ed made the connection. _He's…Sabrewulf?_

Carrington continued. "Sabrewulf was replaced by a recruit known as Wheel Gator, and the twelve pilots underwent the gene splicing experiments. After 1 month, we had our results. The genes had indeed given many of the Alphas psychokinetic powers, and if not that, then enhanced their most latent abilities. In the two years since, every mission the Alphas were sent on they have succeeded all objectives, without any casualties…ever. I am telling you this because the Mavericks are the most dangerous enemy we will ever face. Except for on Katina, every single Lylatian that has fought a Maverick, every single fur that stood their ground has died. I have seen the Mavericks crash through 2 inch thick steel doors. I have seen soldiers empty clips at some of the Mavericks and hit nothing but air. But…despite the changes made to them, they are still irrevocably Lylatian, and that means they can be defeated…we just need to try our damndnest to do so."

There was a short silence, then General Pepper said. "I understand the warning clearly, General, but what does this have to do with our counterattack?"

"Well…not much, except that I am also now going to declassify the last secret of Shadow Wing." Carrington hit another button, and the projector displayed a symbol; the Greek letter Omega emblazoned over two crossed K21 Assault Rifles.

"The Omega Batallion is the last Shadow Wing unit created. It was formed at the conclusion of the Lylat War. It was formed with a twofold purpose, to patrol the DMZ between Macbeth and Venom, and to infiltrate the Imperial Army and contact a resistance movement we learned about known as the Free Venom Army. The lineholding job had gone over very well for the Omegas, and they won impressive victories, sometimes even against superior numbers. Even after the Imperials took Macbeth 3 months ago, they continued to make strikes against their forces. Most of their success was attributed to the new experimental Damocles technology given to the Omegas, including the Legionnaire battle armor. Success, combined with a habit of acting without support or bakcup, earned the battalion the nickname of 'The Lone Gunmen'. Of course, only I really knew about this, as the Omegas were kept hidden even from the Mavericks. The second phase of their operations near Macbeth didn't begin until 6 months ago. It was at this time that the commanders of Omega, Captain John Byers, Captain Jeff Langely, and Captain Michael Frohike, met this individual."

The screen switched from the photos of the Omega commanders to a picture of a fennec fox wearing an IAV military uniform which held a 2-star general rank. "General Timothy Rommel, alias 'Desert Fox'. He is a 35 year old native of Titania. Got his nickname for his military tactics on Titania 3 months ago during the Resurgence War. His current assignment is on the ballistic missile cruiser _Firestorm_, which is posted to area 6. He was assigned to this posting, rather than participating in the frontal attacks on Corneria, for two reasons. One, he questioned the merits of the terrorist attacks on Corneria, and he also was civil to DSF POWs that were captured on Macbeth. Naturally, it comes as no surprise that Rommel leads the Free Venom Army. The army has mostly been all talk for a while, but the terror attacks and attempted assassination of Prince Davidson have proven to be the catalyst for revolution. In Captain Byers's latest report, dated 2 days ago, he stated that about 35% of the Area 6 guard fleet were part of the FVA, and General Rommel plans to attack Area 6 within the next 72 hours. Just 20 minutes ago, Captain Byers reported in and stated the attack was imminent."

_ISS Firestorm, just outside Area 6 perimeter, same time_

General Timothy Rommel stood on the bridge of the cruiser he had been forced to serve on. He had been forced out of flying fighters, and was more or less imprisoned on a nuke ship, along with 300 other less fanatical soldiers of the IAV. His modified Wolfen II was locked up at Shipyard 6, presumably to be given back to him, once he learned to be evil. He had protested with General Caiman to let him go back to being a pilot, but Caiman refused, stating that the Emperor's orders were always to be obeyed.

__

Well, all that is about to change. The fennec fox thought as he saw a gray _Defender _class heavy cruiser bearing the Omega Battalion logo on its side. The ship was escorted by a _Phantron _class cruiser.

"Sir, the _Valhalla _is hailing us." The _Firestorm's _comm officer said

"Onscreen"

The vidcom activated, and a female raven wearing a Shadow Wing uniform appeared onscreen. "Captain Eva DelHarlowe reporting _SWS Valhalla _and _SWS Darkstar _are ready and at your command, General."

"Thank you captain. Can you put Captain Byers on for me? I have to inform him of a slight change in our plans."

"Hold on a second…he's currently boarding the shuttle to head over to your ship. I suggest you wait for him to come to you, sir."

"Affirmative, Captain, I'll wait, but tell Byers to double-time it onto the bridge." Rommel said.

About 30 seconds passed before a Golden Retriever wearing Legionnaire Battle Armor and wearing an Omega insignia on his left shoulder walked on to the bridge.

"You wanted to speak with me, General?" the armor-clad Retriever asked

"Yes I did, Captain Byers." Rommel said. "There is a slight change in plans."

"I hope it is not a major change, we only have a 4 hour window in which the Imperial Vanguard Fleet will be at Zoness." Byers said.

"I am aware of that, and don't worry, the change is indeed minor." Rommel pressed a button on his command chair, and one of the Secondary monitors displayed a tech readout for a cruiser that looked a lot like a _Zeram _class.

"This is the _Zeram III _class Medium Crusier. It is similar to the _Zeram II_, but with the addition of these two forward cannons. One is a Naval-Grade Medium Laser Cannon."

"And the other?" John Byers asked

"The other is a Light Gauss Cannon. It was built with technical specifications stolen from Arspace Dynamics by the Maverick Wing."

"So what does this have to do with the change in the plans?"

"There are two _Zeram III _prototypes docked at Shipyard 6. They are the only two ships of their class. I intend to steal them both."

"What about the _Halberd _at the Shipyard still in construction?"

"The _Zeram IIIs _are already completed, and are due to undergo testing in 2 hours. The _Halberd _is only 75% complete. If we steal the _Zerams, _and then destroy the Shipyard as we planned, we will have robbed the Imperials of their ill-gotten Gauss technology. This is our only chance to keep the Gauss cannon out of enemy hands."

"You're sure the Gauss specs will be stored at the Shipyard?" Byers asked

"Positive, and if you have your demolitions team place C4 directly on the computer banks, there will be no hope of salvage."

"How many soldiers to take and crew each ship?"

"Well, I should only need 25 soldiers a ship, and my crew can be split up to command each one. I will go with one of the assault teams."

"And what about that _Halberd? _It has combat abilities."

"I plan to take it out with the _Zerams _and the _Firestorm _before the Shipyard crew can get it online."

"Very well. I will inform Captain Frohike and Captain Langley of the changes. If all of the FVA vessels are in place, we should move out immediately."

"All vessels are in place. Let's get moving. Is Sergeant Omb in place?"

"Yes he is. He reports all is ready." Byers said.

"Good. Let's get this revolution started."

The _Firestorm _began to head towards Shipyard 6, with over 50 Omega soldiers and another 40 FVA troops onboard, in addition to its rebel crew of 400.

_Briefing Room Alpha, Deck 14, Damocles Starbase, same time_

"The FVA's assault on Area 6 is part 1 of our planned 3 phase operation to take part of the Lylat System back from the Imperials." Carrington said. "To further elaborate, I turn the briefing back over to Admiral Smith."

Admiral Smith returned to the podium, cleared his throat, and began to speak.

"The overall operation to strike at the Imperials is codenamed Operation: Breakaway. It consists of Operation: Fray, the codename for the FVA's assault on Area 6, as well as Operation: Breakout, the codename for our planned assault on the planets of Fortuna and Macbeth."

"You want to attack Macbeth?" Admiral Gestahl asked. "That's the Imperial center of manufacturing! It's no doubt heavily guarded. It's a suicide mission."

"It's also the last thing they'd expect." General Pepper said in defense. "Besides, if Operation Fray works…"

"Operation Fray is nothing more than a pipe dream manufactured by corporate weekend warriors and a spook who can't keep a leash on his own forces!" Gestahl shouted, his voice dripping with contempt. "In addition, you are having common mercs attending this meeting, when they can easily be bought out by our enemies! All of you are jeopardizing the future of our existence!" the Admiral raved as he pointed an accusatory finger at his comrades.

General Carrington stood up, ready to defend himself. Captain Jackson and the rest of the DSF command staff also leapt to their feet. Ed did not stand, lest he try and make Gestahl angry, but the entire Starfox squadron, Jason Kage, Damien Norris, and Karl Riker, were on their feet, looks of malevolence in their eyes. The standing soldiers began throwing obscenities at one another.

Just when it seemed the briefing would turn violent, a loud crack, almost like a rifle shot, resonated through the room. Everyone went quiet and looked at the origin of the sound. Mark Rendar had brought his artificial left arm down on one of the tables with enough force to crack the table down the middle.

He grinned slyly "Forgot I was 10% cyborg." He said, then his expression hardened. "Look, Admiral Gestahl, with all due respect, you are an asshole. You are accusing the integrity of forces that have spent the last week fighting and running from an Imperial onslaught. You are accusing forces that could've left the CDF to die at any time, but stayed and fought. You think we're capable of changing sides? Ask Jason Kage how it feels to lose over half his squadron to Imperial treachery. Ask Fox McCloud how he felt watching Fara Phoenix take her fighter into the middle of oncoming Imperial forces and be blown apart. Ask Ed Wallace how it feels to watch his girlfriend get gunned down maliciously by Wolf O'Donnell. Now ask yourself if you really think we would fight for them."

Ed had now stood up, and was picking up where his friend had left off. "The Imperials have taken everything from us; our families, our friends, and now our homes. You may think, Admiral, that as mercenaries we have no affiliation, but we do. We would not fight for a side that killed our families and took our homes from us by force. If I want to see Corneria again, I'm going to do so by kicking the Imperials out…not by striking a deal with them."

General Miles Locke, DSF Air Commander, continued. "The Imperials smashed our forces, took our corporate holdings, and then tried to finish us off on Corneria. We survived, built this starbase in secrecy, and now you want to make us look like the badguys? We just want our lives back, and you are busy questioning integrity!"

General Pepper finished the counteroffensive against Gestahl. "Admiral, we have tried to overlook your distaste of mercenaries, but now it is starting to become a threat to our very survival. Either you learn to cope with the mercenaries and the DSF, or I'll relieve you of command and place Commodore Stocker in your position as CNO!"

Gestahl looked like he was going to have a heart attack. Rather than make things worse however, he snarled and sat down.

Admiral Smith completely defused the situation by clearing his throat and speaking. "I think we all need a break. Meet back here in 1 hour."

The assembled officers could not have filed out faster.

_Deck 17, Observation Deck 1, Damocles Starbase, 15 minutes later_

Admiral Gestahl heard rather than saw General Pepper and Admiral Smith approach him. "Come to discharge me?" he asked

"Far from it. We just want to talk." General Pepper said. "We know you are angered by the fact that Lt. General Magnusson reached his rank faster than you did, but that is no reason to lash out at the other mercenaries under our employ."

"I just don't trust them, I mean, they do fight for the highest bidder, and almost all our assets were frozen by the Imperials." Gestahl responded. "As for the DSF, no offense Admiral, but I don't know how good they really will be in this war. To be honest, I'm frightened that we can't win."

"We all are, Jason." Smith replied. "You just have to realize that the more allies we have, the better chance we have of survival. The Imperials are coming for us all, whether we like it or not. Right now, Operations Fray and Breakaway are our best chance to show them that we won't let them have the Lylat System without a fight."

"Hang together or hang separately." Gestahl said. "I think I get it. Okay, I'll try to be more respectful of the mercenary pilots, but they have to prove themselves."

"Well, that's why we're giving Starfox, BlackWolf, and the Revenants the overall lead for the attack on Fortuna."

Gestahl looked like he was going to get mad…but he controlled himself. "The perfect proving ground…" he said. "So in other words, this is their ultimate trial by fire. I guess I can deal with that."

"We thought you would." General Pepper said.

_Shipyard 6, Area 6, same time_

"This is cruiser _Firestorm _requesting emergency dock." General Rommel said into his comm.

"What is the nature of the emergency, _Firestorm_?" the shipyard's dock controller asked.

"We had two explosions onboard. One in the engine room, and one near missile bay 10." Rommel said. "We're losing core containment, and we fear that that missile 10 may be in danger of exploding."

"Confirmed, _Firestorm_. Please evacuate the ship where it is and we can send a HAZMAT team by shuttle."

"Negative. The shuttle bay was sealed off by one of the blasts. There's no way to get there. We have to dock now and evacuate. Set up a containment field around the dock once we're off the ship."

"Very well, General, please proceed to dock 9. HAZMAT team Bravo will be there when you arrive."

The comm window blanked out, and Rommel grinned. The ruse had worked. In reality, Sergeant Robert Omb of Omega Batallion had used shaped charges to create superficial damage that looked like it could be serious. Then by using the Omega's radar scrambling systems, Rommel had made it look like the _Firestorm _was undergoing a core breach. Right now the shipyard was preparing for a possible meltdown, but they would be getting something far worse than that.

"How many armed guards are in a HAZMAT team?" Captain Byers asked

"Officially, 2. In reality, all HAZMAT team members carry sidearms. It's part of the Imperial paranoia."

"Excellent." Byers said as he pulled back the bolt on his K21 Avenger. "The last burst transmission from the _Valhalla _battle group reported all ships in position and undetectable."

"Good. Tell your forces to get ready to move in 1 minute." Rommel said.

The 8 members of Shipyard 6's HAZMAT Team Bravo stood outside the engine room ingress/egress hatch to the _Firestorm _as the big missile ship aligned itself with the docking ports. They gathered up their equipment, ready to lock down the core and prevent a disaster.

Of course, they got a disaster anyway.

As soon as the ship had docked, the access doors flew open and soldiers dressed in black Legionnaire battle armor bounded out into the shipyard, guns blazing. The two members of HAZMAT Bravo that carried VK Assault Rifles were cut down instantly. Only one of the remaining 6 troopers managed to get a shot off before he died, and the 9mm bullet from his sidearm harmlessly bounced off the armor of the lead armored soldier, Captain Michael Frohike.

"Dock 9 secured. Let's get moving." Frohike said into his helmet mike. The speakers in the tiger's helmet crackled back Byers's response.

"Got it. Captain Langley and I are moving towards the _Zerams_, General Rommel is taking his command staff to the fighter impound at hangar bay three. We have only a few minutes before the crew realizes something's gone wrong, so make your way to the computer banks."

"Affirmative." Frohike said. He turned to an armored panther. "Bob-Omb, follow me."

"Just tell me what to blow up and I'll do it." Sergeant Robert "Bob-Omb" Omb said as he followed Frohike towards the computer banks, Tek-15 SMG in one hand, C4 in the other.

The command crew of the shipyard could only look on in horror as the FVA and Omega Battalion soldiers stormed the shipyard, gunning down the meager guard forces.

"Get to the _Guiding Light_, bring it online. We need to blast this thing apart with them on it." The dock commander said.

"Affirmative sir, telling _Guiding Light _service crew to bring the ship up to full power."

"What about the _Zeram IIIs?_" The tactical officer asked

"We just lost contact with them." The comm officer reported

"_Zeram-1 _secured. No casualties." Captain Byers reported 

"_Zeram-2 _secure. Only a few injures, nothing major." Captain Langley reported.

"Excellent. I'm entering hangar bay 1 now. Look for 1 Wolfen II and a Havoc gunship heading for _Zeram-1_." General Rommel said over his communicator. He and his bridge command staff charged into the hangar bay, cutting down a few on-duty guards. Rommel jumped into his confiscated Wolfen II while his command staff commandeered a Havoc. The two ships flew uncontested to the lead _Zeram III _crusier and docked there. Rommel and his staff headed up to the bridge of the strike carrier, where Captain Byers handed over command of the ship.

"Where's Frohike and his team?" Rommel asked.

"They reported that the explosives are set, but they're meeting heavy resistance at Dock 3. We need to give them some backup." Captain Byers said.

"All right, let's move up to dock 3 and give them an evac, then we head over to that _Halberd _before it goes online."

"We have about 3 minutes before the ship is fully online."

"Then let's move!"

The resistance put up by the Imperial guard forces was rather stiff at Dock 3. Even some of Captain Frohike's armored troops were taking injuries, but so far nobody had died. The Imperials were obviously worried that heavier artillery could breach the shipyard's hull.

"Surrender and you will not be harmed!" The enemy commander shouted.

"Right, like I'm really going to believe that." Frohike replied as he let off a burst from his K21 to make the Imperials scramble for cover again.

"You have no escape, why keep this standoff going?" The commander said back.

Then a third voice interjected on both comm channels of each side.

"Because it's about to end." General Rommel said.

The _Zeram III _cruiser that Rommel had commandeered flew across the windows of dock 3, and docked there. The airlock flew open, and FVA and Omega soldiers stormed out, firing on the Imperials. Some of them fell, the rest made a run for it.

"There's our ride, let's go!" Frohike told his troops. The soldiers under his command ran for the airlock, receiving no return fire from the routed Imperial forces. When everyone was aboard, the captured Imperial ship began to pull away from the airlock, even as the Imperial soldiers returned, and stupidly tried to lock down the airlock doors.

"Open fire on the dock with the homing missiles." Rommel commanded his tactical officer.

"Aye sir."

2 homing missiles streaked out of the _Zeram III's _missile bay, striking the hull of the dock and breaching it. The explosive decompression that followed sent the remaining enemy soldiers to their doom.

"Okay, Sergeant Omb, take out the computers." Rommel said.

"Got it." Omb pressed a button on his detonator and an explosion appeared near the center of the shipyard as the computer banks were blasted into dust.

"Now to plaster that _Halberd_. Contact Captian Langely and let's get moving. Sergeant Omb, commence phase two."

Bob-Omb grinned and hit two more switches on his detonator.

The crew of the _Guiding Light _felt rather than heard the two explosions caused by the rebels.

"What the hell happened?" The dock commander, now starship captain, asked.

"Two explosions. One at dock 3, the other at the computer core." The tactical officer replied.

"Damn it, what is Rommel up to?"

"Sir! Look! The _Firestorm _is doing something!

The bridge crew looked to starboard, where the _Firestorm _was moored, and watched as the ballistic missile bays opened up, senidng all 10 nuclear warheads into space, and seemingly with a target selected. One of them was even beginning to bank back towards the shipyard.

"Oh shit." The commander said. "Use any available weapons we have to take down those missiles!"

The _Halberd _cruiser's lasers spat out at the missiles, but failed to hit any on its opening salvo.

"Sir, two contacts moving up on us fast! They're the _Zeram IIIs…_and they're displaying IFF codes not consistent with any known organization! The two ships are locking weapons!"

"Shields to full! Take them out!" the commander shouted.

The two captured cruisers fired their Cobra torpedoes and gauss cannons at the _Guiding Light_. The ship shuddered under the gauss impact as the torpedoes still converged.

"I said shields to full!" the commander shouted again

"Shields unresponsive! Cobra Impact in 2 seconds!"

The 4 torpedoes slammed into the bridge of the _Guiding Light_, killing the command staff and rendering the ship unusable in an instant.

"Let's get out of here. Start broadcasting the attack go-code."

"Confirmed General. Attention all FVA forces. Commence Operation: Fray. Wait for the fireworks first."

In less than 20 seconds, all hell broke loose. 

Before the nukes had even hit their targets, the _Firestorm _emptied its compliment of homing missiles on itself, destroying it in an instant. This was to prevent anybody from deactivating the nuclear missiles.

Of course, 5 seconds later that became a moot point.

The first missile struck the station, ripping it apart from the center and expanding outward. Just to make sure, the second nuke hit the _Guiding Light_, consuming it in a hellish fireball. The remaining 8 missiles struck seemingly random areas of space containing Umbra II stations and various cruisers and frigates. However, the placement of the missiles generated an EMP field that scrambled all communication…unless you knew how to work your way around that sort of thing.

Luckily, the FVA did. Their comm channel lit up with battle cries as the ships changed their IFF codes from Imperial to FVA. The 27 crusiers, 10 frigates, and almost 300 fighters started firing on their former comrades, catching them unawares. Then the stealth ships of the Omega Batallion showed up and started firing, adding even more chaos to the confusion.

For the first time ever, a capital ship assault would bring Area 6 to its knees.

General Caiman was onboard the _Grazan-II _carrier _Running Riot _when the attack started.

"What the hell's going on?" he asked the captain.

"I don't know. There were 10 separate nuclear detonations. The EMP effects knocked out all our comms…then a bunch of our own ships started firing on our own…sir I think it's a rebellion."

The comm officer suddenly yelled. "One of the separatist ships is hailing us!"

"Onscreen" Caiman said.

General Rommel appeared on the vidcom. "This is General Timothy Rommel of the Free Venom Army and commander of the _FVS Renegade_. I suggest you let my people go their way before you get hurt."

"Rommel…I always knew you were going to be a problem. I say no to your insane offer."

"Maybe this will change your mind!" Rommel said as he made a hand motion to someone offscreen.

The _Running Riot _shuddered under the impact of gauss cannon fire and Cobra torpedo hits. Sparks flew from bridge consoles as the ship rocked back and forth under multiple blasts.

"What the hell?" Caiman asked.

"Hull breaches across decks 5-9. Shields offline. Weapons at 15%, Hull at 45%."

"Are you going to let us leave or do I have to open fire again?" Rommel asked

Caiman scowled. "Fine…go."

"Thanks very much." The vidcom shut down, and the FVA ships began hyperspacing out on random vectors. But the damage was already done. 25% of the remaining Area 6 fleet was destroyed, and that, combined with the 35% of ships that defected to the FVA, meant the forces at Area 6 were down by almost half.

"Send a message to Emperor Caine…tell him we have serious problems and need reinforcement. I'm recalling the vanguard from Zoness." Caiman said to his comm officer

_Damocles Information Center, Deck 29, Damocles Starbase, same time_

Ed walked into the Information center, and found Mark seated at one of the 50 top-of-the line computers in there. The husky frowned as a negative sounding buzzing noise emanated from the computer he was working on.

"Damn it!" Mark shouted.

"What's wrong?" Ed asked as he approached his friend.

"I'm trying to hack into the CDF Academy records…but I can't break through the encryption!"

"Why are you trying to do that?"

"Because I think I dated one of the Mavericks. Remember Delia Lockhart?"

"Yeah…you guys dated through the 3rd year at the academy…then she mysteriously transferred somewhere."

"Well…I think she and Sniper Wolf are one and the same. But I can't tell from Sniper Wolf's dossier photo."

"So you need to compare her photo to that of Delia's?" Ed asked

"Yeah."

"Let me take a crack at it."

Mark got up, and Ed took his place at the keyboard. He started typing known CDF code phrases…but got nothing. Then he had an epiphany. "I think the Imperials got to the systems and have reset them. Give me a second."

Going on knowledge of Caine's and Stienburg's megalomaniacal traits, Ed started typing words that would best associate to those two, and to an academy. He finally got the correct code. "Vision of Caine," and the dossiers became available.

"Hmm…they haven't deleted the CDF cadet files yet." Ed said as he scrolled down to Delia's dossier and opened it. Mark stared at the picture. "Damn it." He said. "It's her. They're the same wolf."

"That's a shame…you liked her a lot didn't you." Ed said.

"Yeah…I did. Now I'm not sure if I can bring myself to kill her if I have to. I mean…I know she's a traitor…but maybe she wasn't thinking clearly when she did this…"

Ed could tell his friend was at odds over what to do. "I'll tell you what." He said to Mark. "If we run into her, and there's a chance to, maybe we can try and talk her into turning herself in or defecting back. If she refuses, then you know she meant to betray us, and you won't have any qualms about killing her."

Mark thought for a second. "I...guess you're right." He said.

"Yeah…well…anyway. Wanna head over to the R&D center with me?"

"Why?"

"Because I'm going to have Damocles Industries help us redefine mechanized warfare. I'll explain on the way"

_Damocles R&D Center. Deck 50 (out of 110 for those keeping track), Damocles Starbase, 10 minutes later_

Ed and Mark, after negotiating with the security at the entrance, were granted access to the Research and Development center onboard the Starbase.

"Hey, Allen, got a minute?" Ed asked Allen Jones, Damocles R&D chief.

"Well…kinda." Allen said. "What is it you two want?"

"We want to call in a favor." Ed said. He knew Allen hadn't forgotten that BlackWolf had assisted with the operation to rescue Allen and other technicians from the Weapons Lab on Corneria three months ago.

"What exactly?" Allen asked.

"As you know, the Mechanized Assault Chassis that you helped developed is fast becoming a staple of modern warfare. Personally, I think its great. There's just one problem. You're kinda forcing me to choose between the fighter and the MAC"

"It gets confusing," Mark said, "Trying to figure out which is right for a specific mission."

"So I thought, what if there was a way to combine the two? After pondering it for about a day or so, I came up with a solution: A transforming fighter that can turn into a MAC and back again. Basically it utilizes the Arwing Chassis, but adds some new weaponry and armor."

"Well…I'd love to help but something like that requires money and our assets are frozen, not to mention the fact that we spent our remaining cash on the starbase."

"Frozen assets, eh? I think I can handle that." Ed said with a grin. "Point me to your most powerful PC, and I'll have the cash in no time."

5 minutes later, Ed was seated at a PC so powerful, it was not only the only model of it ever built, but civilian models of it wouldn't be available for at least 2 years.

"All right, first on the list, the Macbeth Savings and Loan." Ed said as he hacked into the database. "Looks like the Imperials didn't expect intrusion through this system."

"Well, we never tried hacking out our cash before." Allen said.

"Too bad for them." Ed said as he unlocked and diverted all funds into the Starbase's personal Bank. "I hope your ATMs have replication systems."

"Well…they might." Allen said.

"Now to unlock the CDF budget." Ed said as he started hacking the savings accounts of the Cornerian Interplanetary Bank. But then the lockouts started forming.

"Shit." Ed growled. "This is going to be harder than I thought." No matter what he tried, another wall came up.

"It's as if somebody's trying to stop me active…Ivan…" Ed growled, angrier now. "That traitor is battling me head to head for control of the funding!"

"I say you virus his ass." Came a voice Ed didn't recognize at first, but then he realized Fox and Falco were now watching him over his shoulder along with Mark and Allen.

"You know, you're probably right, Falco. When did you two show up?"

"We just asked around for where you were, someone said you were up in R&D." Fox said. "He's really just following me to avoid running into Katt." Fox added as he pointed to Falco.

"Speaking of which, where is she?" Falco asked, his eyes darting around the room.

"Relax, she's flying patrols over the _Ikaruga_." Allen said.

"Good," Falco said as he walked out of the R&D center. "I'm going to go look for a bar." He announced before leaving.

Ed resumed typing, trying to pin down the IP of Ivan Marlowski. "What's going on between Falco and Katt anyway?" Ed asked Fox.

"Here's how it breaks down. Katt has been madly in love with Falco ever since they met at the Academy. Falco has consistently denied having the same feelings for her, but Katt thinks he's just playing hard to get." Fox said.

"And is he?" Mark asked.

"Absolutely. He really does like her, but he's afraid of losing his macho lone-gunman image if he admits it. They have had…secret rendezvous from time to time, but again Falco is unwilling to fully admit how he feels."

"He'll come around eventually." Ed said as he continued typing. "Aha…thought you could hide behind 128-bit encryption!" he exclaimed as he located Ivan's IP address. "Let's see you hide now!" Ed typed a quick command and hit enter.

"What did you just do?" Allen asked.

"I virused his ass. At any moment his computer will fall under my control."

A second screen appeared on the monitor, showing Ivan's futile attempts to stop Ed.

"Now to have some fun." Ed grinned as he started typing.

_Maverick Wing Stealth Cruiser MWS Shadow, in orbit around Corneria, same time_

Ivan Marlowski's computer screen in his quarters suddenly went black. "What the hell?" he wondered aloud as he tried to get it back up…but to no avail.

Then a message appeared, letter by letter. "Wake up, Ivan"

What? 

"The Black Wolf has you." The screen said.

Oh…shit! 

"Feel free to type back so I know you're still there and not pissing yourself." The screen now said.

Hands trembling, the cougar typed back a response. "Ed? Is that you?"

"Yes it is me you stupid backstabbing son of a bitch!" the screen said in angry red letters. Ed wasn't done typing however. "You sold out your own troops…your own friends, and got my lover killed. How dare you even address me by name! You are the worst kind of soldier imaginable. I am going to make you pay if it's the last thing I do."

Ivan typed back. "Screw you, merc. You know we will find you and kill you all."

"Not if I find you first…oh and BTW, take a look at the accounts you were defending."

A window appeared, and Ivan saw the funding for many Imperial military programs, along with the personal accounts for Arspace, Damocles, Starfox and BlackWolf, begin to disappear.

"Shit!" Ivan cursed as he tried to lock down the system, but a message from Ed appeared. "Sorry, you can't do anything now. All you can do is curse at me while the money goes down the tubes and straight to me. The best part is, it's your computer I'm using to smuggle the funds out. Isn't bandwidth stealing great?"

Is that so? 

Ivan ran to the _Shadow's _main computer servers and started ripping the circuit boards apart one by one. He slashed through wiring and broke apart circuitry until the server was a smoking ruin.

Back at Damocles Starbase, Ed's screen lit up with an error.

"Damn…he broke the connection." Ed said.

"How much did you get?" Fox asked

"I got all of the money out of our personal accounts, and the CDF budget, plus the Damocles and Arspace funds in the bank…also I did I little bit of siphoning from the Imperial budgets as well."

"Why did you do that?"

"Well, first it's good for a laugh, and secondly it's taken 40 years payment off of your ship."

"Again…why?" Fox asked

"Because you need it badly. I don't have to worry about expenses, since my family used to be royalty and we had a large amount of cash stored away. You on the other hand are barely getting by, so I figured I'd throw you a line. That's what friends are for, right?"

Fox paused, then grinned. "I guess you're right. Did you send that directly to Arspace?"

A few keystrokes later, "Yes I did." Then Ed turned to Allen. "So what say you give me the parts I need and I can get to modifying some of the extra Arwings I got when I found the _Black Knight_?"

"Extra Arwings?" Allen asked.

"There were 8 Arwings on board the _Black Knight _when it was lost over a year ago. I found the ship, so I got to keep the fighters since nobody asked for them back. I'm going to modify them for my experiment, and Fox, I'm going to hand over 4 of them to you so you can help me field-test them."

"What exactly are you doing?" Fox asked.

Ed reached for his communicator. "ROB-2, transmit file 'AR-X' from my laptop to the computer inside the Damocles Starbase R&D center."

"Affirmative, Ed. Transferring now."

A couple seconds later a set of blueprints appeared on the monitor. "This," Ed said. "Is the Arwing-X. It is billed as the first transforming space-superiority starfighter. As you can see, it incorporates more armor and weaponry into its fighter design, such as LRM packs, gauss rifle, and heavy machine gun. Now watch what happens when we switch it over to MAC mode."

Ed hit a button, and a 3D model of the Arwing-X changed from a fighter into a powerful looking MAC holding what looked like a massive K21 with grenade launcher attachment. "In the MAC mode, the HMG and Gauss Rifle become the primary weapon of choice. The wings retract into the torso, and the missile packs go on the shoulders while the Maverick Torpedoes point outward for firing. While the lasers are still useable, the nova bomb launcher is disabled in this configuration because MACs usually fight at ranges too close to use the bombs. As an added benefit of this transformation, the G-Diffuser takes the place of the internal gyroscope, which renders the neurohelmet almost obsolete."

"Define 'almost'" Allen said.

"The G-Diffuser can't always be incorporated into MAC designs, so you're safe for now with your neurohelms on normal MAC units. Besides, those things are engineering marvels."

"Damn right they are. We're even making a newer version…but most of that's a little too secretive right now. You understand, right?"

"Yeah…I guess so." Ed said begrudgingly.

"Anyway," Allen said. "What other advantages over the Arwing does this new AreoMAC of yours have?"

Ed paused at the word "AreoMAC" but he realized it fit the description perfectly. "Well, the Arwing-X AeroMAC is also capable of flying faster in its fighter mode than any MAC. It even flies faster than the Arwings we have now. The idea behind this is for rapid deployment and quick reinforcement when necessary. The fighter mode also has heavier shields, but those are turned off in MAC mode because most of the power has to go to the fusion core and G-Diffuser. The MAC has armor that puts it a little better defended than a _Galvatron_, and it has roughly the same top land speed as well."

"So it's more like an assault class MAC." Allen said. "All right, I'll get you the parts. Do you need any help with assembly?"

"Actually, no. ROB-2 is linked into the _Black Knight's _Machine Shop, so he can control and oversee the modifications himself."

"Ah. Very well, I'll leave you to it then, but I'd like a working test version for analysis once you've finished field testing the prototypes."

"Deal." Ed reached out his right hand.

"Good. The parts will be onboard in 1 hour." Allen said as he shook Ed's hand.

_MWS Shadow, same time_

As Ivan sat staring at the smoking server he had just destroyed, Storm Eagle walked up to him.

"Everything all right, Slash Cougar?"

It took Ivan a couple seconds to register his codename in his mind. He turned and faced his commander. "Everything's fine…I was just dealing with a cyber-intrusion." He gestured to the server.

"What? Who? How?"

"It was…Wallace…" Ivan said slowly. "He broke through my firewalls around the bank and got a lot of money out before I stopped him."

"I thought you said he wouldn't be a problem now that his girlfriend had been eliminated." Storm Eagle glowered.

"I obviously didn't count on him recovering quickly and then getting really pissed off."

"That is a mistake you cannot afford to make again, Slash. From now on, remember to consider all possible outcomes before making a decision."

"Yes, sir." Ivan said as he got up and returned to his quarters. He looked at his computer, which was still on. He noticed that Ed had sent one last message to him before he had broken the connection. It showed the snarling visage of a black wolf, which Ivan took to be Black Wolf's new squad logo, and a short message.

"Remember, Ivan, there is no safe place in Lylat for you. I will find you no matter how long it takes, and you will pay…"

Even though Ivan knew Ed was nowhere near Corneria, he couldn't help but feel a little frightened.

_Damocles Observation Deck Alpha, 5 minutes later_

Ed Wallace met up with Billy "Bishop" Black on the observation Deck.

"You wanted to talk to me, Bishop?" Ed asked.

"Yes, Ed. I did. It concerns the late Lieutenant Williams."

Ed flinched, but maintained his composure. "I'm guessing you're talking about funeral arrangements for her."

"Yes."

"Couldn't you talk to Jason Kage about this? I mean he was her CO."

"I already did, and he said that you should have a say in things. Since her parents are still on Corneria, you, as her boyfriend, would be the closest thing to family. Plus, Jason understood how much she meant to you."

Ed paused to think. "Well, I had thought she deserved to be buried on Corneria, but that seems a little out of reach right now."

"I'd like to point out that there is a cemetery on board the Starbase. It's basically an artificial memorial park of sorts."

"So you're saying we could inter her there for now…and then rebury her on Corneria once we win the war?" Ed asked.

"Pretty much."

Ed thought. "Okay, let's have the funeral tomorrow… we'll have to get it out of the way since I know Breakaway will probably get underway within 48 hours."

"Very well. I'll let Jason and the other Revenants know about your decision."

As Billy turned to leave, Ed noticed a familiar logo on his flight jacket. "Billy, did Jason make you a Revenant by any chance?"

"Yeah. He asked me to join up, and since my squadron is in an Imperial prison, I agreed. How did you know?"

"I noticed the Beta Company pin on your jacket."

"Oh yeah. They're still going with the old logo until they come up with something else."

"I suggest something ethereal." Ed said as Billy walked off.

The loudspeakers crackled a few seconds later. "Attention all military officers. The planning session will resume in the same location in 15 minutes."

Ed decided to get moving back to the meeting.

_15 minutes later, Briefing Room Alpha_

Everyone seemed a little on edged as the briefing began again. However, Ed sensed that there would not be another shouting match this time, especially since Admiral Gestahl seemed oddly complacent, and General Carrington was trying to stifle a triumphant grin.

Admiral Smtih stepped up to the podium. "I have just learned from General Carrington that he has received word from the Free Venom Army about the status of Operation Fray. I turn the briefing over to him for now."

General Carrington practically leapt up to the podium, grinning madly. "I have just received a communiqué from General Rommel. He is reporting from Sector Z as of right now."

He hit a few projector controls, and a video image of General Rommel appeared on the main screen. "General Carrington. I bring good news. Operation Fray was successful beyond expectations. My fleet suffered no losses, and the Area 6 fleet has been cut in half. As a postscript, they also recalled a vanguard fleet that was sent to Zoness to attack some CDF forces there. The Imperials are running scared. I await your command to attack Macbeth. General Rommel, out."

The screen went blank. General Carrington continued, "Attached to this message was a confirmation by Captain Byers, but it is not necessary. What matters now is that the operation worked. Of course, we have only about 24 hours before the Imperials can react and reorganize…so we need to move into Phase 2 quickly. Admiral Smith and General Pepper know more about Breakaway than I do, so they'll take over."

Smith and Pepper both got up in front of the assembled officers. Smith began outlining the attack on Macbeth. "Our assault on Macbeth is as follows. The Starbase, along with most of the DSF and CDF fleet will hyperspace in and eliminate all enemy starships and orbital installations. The FVA and Omega Battalion will also hyper in from Sector Z at this time and assist with orbital security. Once the orbit is secure, we will begin ground assaults on this base."

Admiral Smith used a laser pointer to outline a base on the topographical map of Macbeth's northern continent. "According to FVA intel, this base is a missile production facility and train yard, similar in design to the one Starfox eliminated during the Lylat War. After we eliminate this base, we will attack the other two Imperial bases onplanet, and also the headquarters of the Oberon Corporation."

"A little corporate warfare, eh Admiral?" Ed said.

"Exactly." Smith said. "The main strategies of this attack will be fleshed out once we reach Macbeth. Now I'll allow General Pepper to outline the strike on Fortuna." Smith vacated the podium. General Pepper hit a few buttons, and the projector screen showed Fortuna from orbit.

"Thanks to the FVA and the Omega Batallion, we have garnered some information as to the guarding fleet around Fortuna. We know that General Caine plans to put the 5th Imperial Guard Fleet, under the command of Colonel Wolf O'Donnell, around Fortuna so that they can receive refit and repair from damage sustained on Corneria."

Ed barely controlled his rising rage at hearing that Wolf was on Fortuna. _God…if you have any sense of justice, see to it that I get to command the strike on Fortuna._

"We have also learned that a second mercenary unit, known as 'Vic's Vipers' will be onplanet as well. We don't have any information on them as of yet, but Rommell has agreed to look around within the FVA for anyone that may have information."

General Pepper hit another button, and the ships of the 5th IGU appeared. "Since the fleet is not only small, but damaged as well. We are only going to require a fleet of 10 to 15 ships for this attack. Once orbit is secured, a combined air and ground assault will be used to take out the two Imperial bases and one firebase on the planet. After much review, we have decided that Brevet-Major Ed Wallace and Brevet-Major Fox McCloud will be leading the assault of Fortuna.

Ed and Fox both did a double take as many of the assembled officers started murmuring amongst themselves. Ed's mind was racing. _Brevet-Major? That would mean they want to promote us…but we're obviously being tested._

Pepper continued. "We are allowing you two to choose which ships to take on this mission, but the DSF has requested you take the salvage vessel _Thames _and the mining vessel _Red Dwarf _with you. Before you ask why they want you to take a mining vessel, just think about the mineral rich asteroids right near Fortuna in the Meteo field. Having said that, select about 10 more ships to accompany you to Fortuna and have your TO&E in by this time tomorrow."

Admiral Smith then stood up. "If there are no questions," he said glaring at Admiral Gestahl, "Then you are all dismissed."

Ed got up. "I have a question."

Admiral Smith paused. "Yes, Brevet-Major?"

"I personally think we need to change the name of our army. Technically, we aren't defending Corneria anymore…so we really aren't the CDF."

"And what would you suggest?" Admiral Gestahl asked.

"Well," Ed said. "Since we all are from different planets of the Lylat System, and are acting in its best interest…how about the Lylat Alliance?"

There was a pause…and then Admiral Gestahl said. "I like it. It fits…oddly enough."

Everyone else assembled seemed to agree.

"Well then. If that's accepted, then you are all dismissed." Admiral Smith said.

As Ed and Fox got up to leave with their squadrons, a Lieutenant stepped up to them.

"General Carrington would like to speak to both of you in his office on Deck 90." The Lieutenant said.

"Any idea why?" Fox asked

"You know the General, he's very secretive." The Lieutenant responded

_General Carrington's Office, Deck 90, Damocles Starbase, 10 minutes later_

Ed and Fox both entered Carrington's office. General Carrington was seated behind his desk.

"Brevet-Major Wallace and Brevet-Major McCloud reporting as ordered, General" Ed said as he snapped a salute. Fox slowly did the same.

"At ease, both of you. Technically you're not CDF...well…now the Lylat Alliance" Carrington said.

"And technically we are since we need to be promoted in order to have enough command authority." Fox responded lightly.

"True. That is why General Pepper pushed for your promotion in order to allow you two to lead the attack. But as you can see, the 'Brevet' prefix obviously means you're being tested."

"I assumed as much." Ed said.

"I'm not going to lie to you two. The fate of the Alliance hinges entirely on the success or failure of both attacks. A lot of commanders are going to be watching your progress on Fortuna. Screw up, and you'll most likely be running from two armies instead of one."

"Then why didn't you just promote Captain Kage and let him command the op?" Ed asked.

"I felt that Kage did not deserve a promotion just yet. Except for the Imperial Resurgence War, and the start of this war, the Beta Company has not had any real combat experience. Plus, he either needs to rebuild his unit or just stick with the Revenants he has. Plus, he'll be out of action for at least 2 more days due to his broken wing."

"Oh yeah…forgot about that." Ed said. "Even so…I want the _Phantron _and the Revenants to accompany us to Fortuna. They have just as much reason to be there as me and Fox."

"What reason would that be?" Carrington asked.

"Revenge. Plain and simple." Ed said. "O'Donnell is responsible for Katya Williams's death…and he has to pay for that. Also, Lieutenant Black is the only Husky Squadron pilot that StarWolf did not capture."

"You know the brass usually frown on revenge, right?" Carrington asked

"Yes, but if that were true, we would not have been selected for this mission." Fox responded.

"Again…true." Carrington said. "Well…I suggest you guys work out your TO&E soon. Tomorrow is going to get hectic. You're both dismissed."

Ed and Fox stood inside the elevator that was only past deck 80 as of right now.

"So…how are we going to figure out which ships we select?" Fox asked

"Well…I'd rule out any of the battleships, their captains might get egotistical. We should stick to heavy cruisers and lighter. I already have an idea of who should come with us."

"As do I. Remember Captain Hunter?"

"Oh yeah…the Captain of the _Tempest_. He assisted the _Black Knight _over Corneria. His ship would be a valuable asset."

"Also, I think we should try to convince Captain Forrest to take the _Ikaruga _and its escorts with us. Even though his ship is the largest in the fleet."

"Aren't you worried about civilian casualties?" Ed asked

"We both saw the _Ikaruga's _shielding. There is no way that the 5th could get through those shields." Fox said. "The only reason that they took any damage is because it took 5 _Intimidators _to breach the shields. The 5th only has two _Intimidators_. Plus, I think the _Ikaruga _can cut up any ship that gets anywhere near it. And it will have the _Rook _and the _Castle _backing it up anyway."

"True." Ed agreed. Then he had another thought. "Does Captain Farrell's squadron have a cruiser assigned to it?"

"Yes. It's the _Defender_. Why do you ask?"

"Well, she and her squadron were originally in charge ofprotecting Fortuna, so she deserves to be there. I was originally going to ask her squadron to come along, and the addition of the _Defender _makes things easier."

"Yeah. It does."

"I think that should do it for ships and fighters needed, since most of the academy cadet pilots are assigned to the _Ikaruga_. I'll meet with all the Captains to let them know of their posting, you just fill out the TO&E and send it to General Pepper. Unless of course, you want to meet the Captains."

"No. You go ahead. P.R. isn't exactly a skill of mine." Fox said as the elevator ground to a halt on the docking bay top level on Deck 10. "Besides," he said taking a look at the _Great Fox_. " I have to find out what that big door on the side of my ship is, as well as what that cannon on the dorsal spine is doing there."

Fox practically ran over to where the _Great Fox _was being refitted, and asked the lead technician exactly what they did when they repaired his ship.

"We upgraded it, pro-bono, as per Admiral Smith's orders. The hull has been reinforced with a dual layer of Tetranium, and we have added 6 pop-up dual laser turrets, along with two bridge-defense lasers, and of course that gauss cannon on the dorsal spine."

"Dare I ask why Admiral Smith requested this?" Fox asked.

"He had a chat with one of the few Arspace technicians that made it off of Corneria before it fell. The technician, a Mr. Simon Devore, said that he was one of the lead designers of the _Hunter _class of light carriers, of which the _Great Fox _is a prototype. Apparently, to save some money, your father, James, decided to forgo the turreted weaponry and the gauss cannon and just have the twin naval medium laser cannons as armaments for the _Great Fox_. After the Katinan retreat, your ship suffered over 70% armor damage. Since Admiral Smith and General Pepper both feel you and the _Great Fox _are far too valuable, we basically upgraded the ship to the way it was supposed to be at no extra charge."

Fox pondered this. "And I'm guessing ROB handles targeting of said turrets and cannon?" he asked.

"Yes, although there is manual override for each turret and also the gauss cannon." The feline technician responded.

"Well, in that case, send the Admiral my thanks for the free upgrade. I look forward to testing the weapons on some hapless Imperials."

"Consider it done, sir."

_Fort Imperium, Corneria, same time_

Emperor General Caine was furious. He considered that General Caiman was lucky to be millions of miles away, otherwise he'd have killed him by now.

"Let me get this straight General," Caine snarled at the vidcom. "Not only did General Rommel neuter our guard fleet at Area 6, but you then had to recall the assault fleet at Zoness?"

"My lord, I was only acting in the interests of the Empire. I had to be certain that Venom would be safe from any attack by hostile forces. As we know, the CDF has not been rooted out and eliminated yet."

"But we had them at Zoness! What do you mean they hadn't been eliminated yet!?"

"The vanguard reported no more than 50 starships at Zoness. Our intel says over twice that escaped Katina. I believe the CDF split up, especially since the Ark Ship was not at Zoness."

Caine stopped snarling as he digested the information "Very well, Caiman. Since you provided me with some valuable information, you can keep your rank and posting, just don't screw up again." Caine said as he discommed.

Caine turned to Empress-General Stienburg and Storm Eagle. "Do you think that Captain Grey knew they were splitting up? And do you think he knew of Ed Wallace's cyber intrusion?"

"I doubt it. He only seemed to know about the Zoness movement." Storm Eagle said. "When you interrogated him, we detected no trace of lying or half-truths."

"Well, we can't threaten him again. Not after we had to split up the squadron following their riot at the prison." Stienburg said.

"Fine. We'll just have to figure out where they might strike, and just let the CDF come to us. Get Wolf O'Donnell in here." Caine said.

Wolf arrived a few seconds later. "What is it, my lord?" he asked

Caine explained to him the recent assault on Area 6, the cyber assault by Ed Wallace, and the fact that some of the CDF were in hiding.

"So, does that change anything about my posting to Fortuna?"

"No. No it does not. You will still have the 5th IGU at your command, as well as Vic's Vipers. I know you don't like other merc units, but try to get along with them."

"Fine…I'll try to." Wolf said slowly.

"Also," Storm Eagle spoke up. "I am sending Revolver Ocelot to Fortuna for recon and intel purposes. He will be under your direct command, Wolf. Feel free to use him as you wish."

Wolf thought. _I really don't trust him or his Mavericks…but I guess I could find some useful application for Revolver._ "Very well, sir."

"Excellent," Caine said. "Deploy to Fortuna immediately."

_VVS Diamondback, In orbit around Corneria, 30 seconds later_

Vic "Viper" MacKenzie, reptilian leader of the Mercanary group Vic's Vipers, was sitting on the bridge of his _Rattler _class light cruiser when the comm lit up. He hit the answer button, and Wolf O'Donnel appeared on the Vidcom.

"Viper, you and your team are ready to move out, correct?"

"As ready as we'll ever be. The _Diamondback _has seen better days, but she'll still do the job."

__

The Iguana is right, Wolf thought _That ship has seen better days._ Wolf knew that _Rattler _class cruisers had been created by the Independent Defense Systems Corporation (IDSC) for independent militias and cargo companies to provide protection for various targets. The _Diamondback _had been stationed at the Lazurus II science colony on Titania. When the colony had been shut down by the Lylat War, Viper purchased the ship, and started his merc company from scratch. With usually no reserve funds, the ship had been subjected to numerous shoddy repairs, and haphazard weaponry jury-rigging. But somehow, the ship could still get the job done.

"That's good to hear. Prepare to deploy in 5 minutes. O'Donnell out"

As soon as the vidcom blanked out, Viper could hear his squadron arrived behind him.

"So we're finally moving out on a real assignment." Tamara "Louve" Duke said.

"Indeed we are." Viper agreed

"Yeah…an assignment from the Imperials." Jake "Horus" McGovern said with a scornful look. Trish "Wolfhound" MacDougal nodded in agreement of the golden eagle's statement.

"Hey, we need the money, and that's all that matter right now. I don't care about political affiliations." Viper said.

"If that's so, why is there a political officer on board?" Wolfhound said as she gestured to Steven "Anubis" Johnson.

"I was assigned to your unit as a gesture of good faith," the jackal responded. "I am not a political officer."

"See?" Viper said. "No problems then?"

Horus and Wolfhound both glared at Anubis and walked off the bridge. When they were gone, Viper turned to the ex-Imperial. "Ignore them. They don't like the IAV very much."

"I am aware of that. I don't believe it will be a problem." Anubis saluted and walked off of the bridge.

There was a silence before Louve spoke. "So, we're alone again." She said as she put her arms around Viper.

"Yes, so we are." Viper said as he kissed her lightly on the muzzle. "But I don't think this really is the right place or time…we have to leave in a couple minutes."

"I suppose you're right. I guess we'll have plenty of time at Fortuna. It's a boring assignment anyway." Louve broke her embrace and walked off, grinning seductively at Viper.

Viper pondered his relationship with Louve as she left. _Ok…technically it wouldn't be wrong for us to publicly announce we're an item…so why does she enjoy denying it? Maybe she just likes fighting everyone that questions her._

Viper entered the coordinates for Fortuna and activated the hyperdrive.

_Briefing Room, Black Knight, Docked at Damocles Starbase, 30 minutes later_

Ed had already talked to Captain Farrell and Captain Forrest about their attachment to his task force, as well as Captains Hammond and Sullivan of the _Rook _and _Castle_, now he was just waiting for Captain Hunter to enter the mercenary cruiser's briefing room. The young captain entered, right on schedule, and saluted Ed.

"Captain Daniel Hunter reporting as ordered, sir." The tabby said.

Ed returned the salute. "At ease, Captain. Have a seat." As Hunter sat down, Ed said. "Since you recognized my command authority, even if it may be temporary, that gets my first question out of the way."

"Which would be?" Hunter asked

"Whether or not you think I'm capable of succeeding at Fortuna."

"Sir, I have no doubt in my mind that the Joint Chiefs made the right choice putting you and Fox McCloud in charge of this part of Operation Breakaway." Hunter said grinning. "I'm just glad to be along for the ride."

"Yes. Do you know why I selected you for this op?"

"No, sir."

"I selected you because of your experience. I read your file. It says that you served as the TO for the _Tempest _at the time of the Resurgence. During the battle for Corneria, your ship was badly damaged and the Captain and XO were killed. Despite this, you took command and rallied your crew, managing to defeat all of the ships attacking the _Tempest _with no further losses. As a result, you got promoted to Captain and gained full official command of a battle group. You are the youngest officer to achieve that kind of status."

"That battle group was all but destroyed over Katina…" Hunter said

"That doesn't matter. You still handled yourself well in the past week or so of fighting, plus you bailed the _Black Knight_ out of a tough spot."

"That is true. But still, I'm still not sure why you'd want a _Zeus _class frigate for this op."

"Well, we're going up against capital ships, and the _Tempest _is the best at that job in the frigate class. Your crew is excellent, and your aim with the cannon has been dead on every shot. I need that kind of accuracy so we can establish a safe orbit."

"Well, when you put it like that, I see your point, sir."

"Excellent, welcome to the battlegroup…and just call me Ed. This 'sir' thing is too difficult to get used to."

"Whatever you say, Ed." Captain Hunter saluted and exited the briefing room. As soon as he left, Captain Jason Kage entered, his wing still slung up.

"You wanted to speak with me, Ed?" Kage asked.

"Yes, Jason. I want to know when you'll be able to fly again."

"Dr. Dorian says the sling can come off tomorrow." Jason answered.

"Good. Because I want you and the Revenants at Fortuna." Ed said. "Is that possible?"

"Yes. It is." Jason said. "The _Phantron _has been repaired, and we're all ready to go with the extra Arwings General Carrington signed over to us. But we are having the funeral before we leave…right?"

Ed paused. "Yes…we are. Tell Lt. Black that we're going to hold the funeral at 1230 tomorrow at the Damocles Memorial Park. That gives us enough time to get through it and on our way."

"Hmm…yeah. I'll let Billy and everyone else on the _Phantron _know." Jason said as he got up to leave.

"One more thing." Ed said. Jason paused and Ed continued. "You're not mad that Fox and I got promoted and placed in charge of this op, are you?"

Jason grinned. "I was mad at first, but I realized that I had not been placed in a large command situation before, and I also realized that my desire to always be in charge was similar to what may have caused the Maverick Incident. Long story short, I'm okay with it. Besides, General Carrington said he might work out a promotion for the Revenants following our mission to Fortuna." With that, Jason exited the briefing room.

Just as Ed was also about to get up and leave, the door opened again and Fox came in. "You got a moment, Ed?"

"Yeah. What is it?"

"I talked to the captains of a couple _Justice _frigates near where the _Great Fox _was docked. They expressed interest in coming along to Fortuna. Here are their service records and ship records."

Ed took the folder Fox handed over to him. He looked at the info on the first ship. The ship was the _CDS Hanzou_. The ship had made numerous fighter and frigate kills during the Insurgence, as well as during the recent fighting on Corneria. The Captain, James Harriman, was a well-decorated officer for his actions, as were most of his 56 crew members.

__

Well, that's the way it works on frigates, Ed thought _everybody has to know what goes on in those ships…the multi-purpose defenders of the fleet. Almost like tin-cans. They have little armor and shielding, but by God you try and corner one and they'll fight to the death to win._

The other ship was the _CDS Whiplash_. Although the ship's crew, and its Captain, Dale Fitzsimmons, were inexperienced, they had still managed to take out two _Zeram _cruisers during the Katinan retreat.

Ed looked up from the folder. "Good work, Fox. These two ships could be of great use to us. We can have them cover the _Red Dwarf _and the _Thames _when we make the assault."

"Yeah. I just saw the opportunity to expand the taskforce, so I did. Looks like I'm finally back in action on the mental sense."

"Excellent, because the battlegroup is going to have to have everyone firing on all cylinders for success tomorrow." Ed said. "Is that everything?"

"Pretty much, yeah." Fox said. "I'll get the TO&E sent in to General Pepper." Fox got up and left. Ed remained seated at his chair, which he turned around in order to gaze out into the dark purple nebula. He thought about what was going to happen in the next 24 hours.

__

I get up, I bury my girlfriend…and then I exact vengeance, he thought, grinning slightly, and then frowning. _The days ahead will test us all, me especially. I'm not sure if I can allow it, but if I must kill Wolf O'Donnell, it will be with honor, not murder like he did to Katya. I will not sink to his level. As for the Mavericks, they will be formidable enemies, but as long as I live I will not allow them to escape the wrath of the betrayed. Then again…who am I to pass judgement on them? Technically, Jason and the Revenants deserve to draw first blood. Well, they will if they get to the Mavs before I do._

Ed finally got up from his chair, and decided to call it a day early. _I'm not scheduled to fly patrols, and I'm going to need all the sleep I need for tomorrow_. He left the briefing room, and walked to his quarters.

****


	16. Revolution and Captivation

Shattered Lylat: The Fragmentation War 

Chapter 14

"Payback begins now."- Starfox 64 Strategy Guide

__

Damocles Memorial Park, Damocles Starbase, October 1, 2550, 1230 hours

"Katya Williams was more than just a soldier. She was a friend to us all. Maybe friendlier to some more than others, but a friend nonetheless."

Ed stood at the podium near Katya's grave, giving his carefully prepared speech to the assembled crowd of his squadron, the Revenants, Starfox, the 100 crew members of the _Phantron_, Captain Smirnov, General Carrington, General Pepper, and Prince Victor. All of the soldiers in attendance were in full dress uniform, even the mercenary pilots.

Ed maintained a stoic expression as he continued…almost near the end now. Nobody could see the pain in his eyes, as he was wearing his shades. "She believed in the ideals of the CDF, and was willing to die for them and for the Royal Family. Although she may be gone, we must not allow her death to be in vain. The ones responsible for her demise must be found and brought to justice if she is ever to have any peace in the afterlife."

Ed stepped down from the podium and Bishop Black took his place. Ed sort of zoned out as Black read the last rites, and the rest of the funeral sermons and other Catholic readings associated with funerals. Ed's zoning out wasn't intentional, it just happened for him that way.

__

The same happened at my parent's funeral... I guess it's just a subconscious reaction. Ed thought as he crossed himself once Black had finished.

As Katya's coffin was slowly lowered into the ground, one of the _Phantron _crewmembers began playing "Taps" on a bugle, and 7 others delivered the 21 gun salute. A few tears rolled down Ed's muzzle as he watched Katya disappear into the ground, and two Shadow Wing soldiers began shoveling dirt on the grave.

Billy Black walked up to Ed. "You going to be okay?" he asked

"I'll be fine." Ed said. "That was a good sermon…as far as funerals go."

"Funny, you're the last person I'd expect to comment on a sermon." Black said. "Did you discover religion or something?"

"Not quite…but then again, sorta." Ed said. He then explained to Billy what had happened when he had almost died, and met the spirit of James McCloud.

"So you were sent back by a guardian angel?" Black said.

"If you want to look at it that way."

"And yet you still don't believe…"

Ed cut off his friend. "Look, I already told you. I do believe in God, but I just don't believe in the organization that teaches us about him…no offense, Bishop."

"None taken…I can understand your viewpoint, some people just don't like that level of commitment. Besides, I respect your choices, and I know I can't tell you which path to walk."

"Damn right." Ed said. "Glad to see you never went fanatical."

Just then, General Carrington walked up to them. "Ed, they just finished…shoveling. Is there anything you need to do before you leave?"

Ed thought. "Well, I'd just like to 'talk' to her…alone."

"I understand. I'll get everyone to leave." Carrington said as he left to round up the troops.

Ed walked up to Katya's grave, and knelt in front of it while removing his shades. "Hey…it's me." He said quietly. "I know this probably was the last place you'd expect to be buried, but it's only a temporary thing. Besides…it's not so bad. It's just like a planet, only with artificial sunlight. Anyway, I'm just here to tell you that I'm going to be leaving in a few hours to go take the fight back to the Imperials. I promise you that no matter what, no matter how long it takes, I will fulfill your last wishes."

He stood up. "Oh, and about your ID tags. I'll hold on to them until I'm sure I won't need them anymore in order to remember you. Then I'll give them back."

He wiped a few tears from his eyes, donned his shades again, and walked away. _Payback begins now._ He thought.

__

Main Operations room, _Deck 110, Damocles Starbase, 1300 hours_

"Sir…we are receiving a transmission from Zoness. The ID signal is consistent with that of the _CDS Thunderbird._" A Damocles comm technician said. "It's carrying instructions to broadcast to all friendlies."

"I thought we couldn't get communications from here?" Prince Victor asked Admiral Smith, who was standing with him in addition to General Pepper.

"We can't, but the probes we have outside the nebula can, and they we can pick up those transmissions and amplify them." Smith responded. "Put the transmission through to all friendlies on all channels." He said to the commtech.

"Right away. It's a recorded transmission, so you can't converse with the speaker."

A few keystrokes later, and Lt. General Ron Magnusson appeared on every comm screen of every Lylat Alliance ship in the Sector X nebula.

"I hope this gets to the right forces." Magnusson said, grinning. "Anyway. I'm here because I have an announcement to make. Yesterday at about 1310 hours, the Zoness fleet was attacked by Imperial Forces from Area 6. They outnumbered us 2 to 1, and even though we fought bravely, it seemed hopeless. Then, they suddenly stopped attacking, turned, and ran back to Area 6. I can't explain it, but somehow we made them run. Having realized this, Admiral Snipes, Governor Martok and myself have decided that our forces are not going to return to the CDF." The gyrfalcon had a resigned expression on his face.

"What? What the hell is he playing at?" General Pepper asked. "_Admiral_ Snipes? She's a Commodore!"

Magnusson's recorded self continued. "We are forming an independent state called the Zoness Republic, consisting of the planets Zoness and Aquas. Maybe one day we can return to the CDF, but until then, we remain separate. General Magnusson, out."

The image went blank…and the comms lit up with accusations and demands.

"_General_ Magnusson?" Admiral Gestahl shouted "Who does he think he is? Separating like that!"

Several other officers voiced their assent. Other officers tried to defend Magnusson's actions. The channels got so tied up, the starbase's communication system crashed and it had to be restarted. Once it was brought back up…

"One at a time, please!" Admiral Smith said.

Gestahl was first up. "Who the hell is this Governor Martok anyway?" the golden retriever asked.

Prince Victor spoke up. "Martok is the Governor of the Garuda region of Corneus. He believes that he can do a better job of running things. Looks like he got his chance."

Gestahl was not satisfied. "Those three are traitors! They have deserted our forces, simply because they believe they can scare off the Imperial Navy!"

"Well…didn't they?" General Pepper asked.

General Carrington came on the line. "No…they didn't. Those Imperials ran because of Operation Fray."

"Explain." Gestahl said.

"Well, if over half of the fleet guarding the easiest way into Venom suddenly vanished, wouldn't you recall a fleet assigned to there?"

"Yes…I see…and they have no idea…we should tell them."

"No. No we shouldn't." Ed Wallace suddenly said. "That will create more problems than you can imagine."

"What are you talking about?" Prince Victor asked.

"I have a feeling Magnusson really isn't in control over there." Ed said

"I agree," Fox McCloud broke in. "Magnusson seemed resigned…as if it were out of his hands. I think Martok and Snipes wanted the republic, and Magnusson had to go along."

"That's true, but there's another reason. This Zoness Republic incident will cause the IAV to shift tactics." Ed said.

There was a pause, then General Pepper spoke up. "He's right. The IAV will see us as two armies instead of one, and try to fight us on two fronts instead of one."

"In addition," Ed continued, "The fleet at Area 6 will be stuck where they are, because they fear the ZR will smash their way to Venom."

"So you're saying we can't tell them what really happened?" Gestahl asked.

"Not yet, at any rate. Brevet-Major Wallace is right. We can use this to our advantage for now." Prince Victor said. "The Imperials know that the Zoness Republic exists, and knows exactly where they are. While they are focused on them, we have the advantage of a surprise attack. Operation Breakout will continue on schedule."

"Agreed. Fox and I have an op to prepare for. We move out in 2 hours." Ed said as he discommed. Fox discommed as well. That left Generals Carrington and Pepper, as well as Admirals Gestahl and Smith, and the Prince, in a 5-way conversation.

"So…what do we do now. Do we reveal our continued existence?" Gestahl asked.

The Prince spoke. "I believe we should, just before we begin the operation. We need the citizens of Lylat to know we have not left them to face tyranny, and that they should also not give up. We should tell them they need to fight for their independence, either with us, or as their own independent armies."

"And you intend to make a speech?" Pepper asked.

"Of course. I have to let everyone know that I will not let the Imperials get away with killing my brother." Victor said, his face a grim mask of determination.

__

Damocles Starbase, 1458 hours

Prince Victor, clad in the royal garments of the Davidson family, stood at a podium inside Briefing Room Alpha. He was flanked by the leading Generals and Admirals of both the Lylat Alliance Armed Forces (formerly the CDF), and of the DSF. As soon as he got the signal, he launched into his speech.

"Hear me, citizens of Lylat! On September 22nd, 2550, a date that will live in infamy, the planet of Corneria was attacked maliciously by the Imperial Army of Venom. The targets were the CDF military base in Corneria City, and Damocles Tower. This served only as a precursor to a horrible invasion that forced us to flee our home planet to Katina. It was there that we thought we could regroup, and move on to hidden locations to plan a counterattack. But we were wrong. In their quest for blood, the Imperials bought out some of our most secretive agents, and they attacked the ship I was on, killing 8 members of my bodyguard unit, and my brother Rainier. The attack was again without warning, and an assassination attempt pure and simple. I speak to you today because nobody in Lylat has to take the Imperial oppression lying down. Already, a new nation has been formed and is fighting the Imperials, the Zoness Republic. The Imperials will stop at nothing to control Lylat, but you can make a difference. Stand up for yourselves! Fight for your independence! Either with us, or as part of a new nation, it does not matter who you fight for as long as you fight for freedom! As I speak, our new coalition, the Lylat Alliance, will be striking back at the Imperials to show them exactly who they are dealing with. We hope you too, citizens, will do the same."

"And we're clear." The director said.

"Think the speech was okay?" Victor asked General Pepper

"I think it went well, although I wished you hadn't said we were about to counterattack."

"It'll be fine," Admiral Smith said. "The speech won't be able to be detected for about an hour or so, so we should be well underway by then. Besides, with so many reroutes and piggybacking, the signal will be untraceable."

"Well, if that's the case, then let's get this show on the road. Send the signal to the Fortuna battlegroup to begin the operation. Also send word to the Macbeth battlegroup to prepare to follow the Starbase out of the Nebula" General Pepper said.

Admiral Smith nodded and hit a few buttons on a communicator. "Attention all vessels this is Admiral Smith. Operation Breakout is a go. Commence operations immediately!"

The 11 warships belonging to Taskforce Fortuna flew out of the Sector X Nebula, and got their first glimpse of the stars in over 24 hours. Nearby, the massive starbase emerged from the nebula, flanked by its taskforce.

"This is Brevet-Major Wallace. Taskforce Fortuna is clear of the nebula and preparing for hyperspace."

"This is Admiral Smith. Taksforce Macbeth is clear of the Nebula and also preparing for hyperspace. Good luck, Taskforce Fortuna."

"Likewise, sir."

All ships and the starbase jumped out to their respective locations.

__

Umbra II Station BetaMax02, In Orbit around Macbeth

"Sir, I've just picked up a massive spatial anomaly near the Sector X nebula!" the station sensor officer shouted.

The station commander looked at the screen. "Can we tell what it is?"

"Negative, for all we know it could just be something from the nebula. There's too much distortion. It could be CDF vessels, but I'm not sure."

"The CDF doesn't have anything big enough to generate an anomaly of that size. It's just the nebula acting up." The commander said.

There was only a repair yard orbiting Fortuna, so they didn't pick up the exit of the Lylat Alliance taskforces. They also didn't know that one taskforce, hell-bent on revenge, was speeding their way.

En route, Ed and Fox outlined the attack plan to the rest of the fleet.

"As soon as we exit," Ed began "The frigates will take up defensive positions around the _Thames _and the _Red Dwarf_. The remaining ships will attack and defeat the small Imperial Guard fleet. Once orbit is secure, the _Thames _will move to capture the naval repair yard, while Captain Farrell's group, BlackWolf, Starfox, and the Revenants make planetfall near the Imperial firebase. I will be leading the ground assault in my MAC, while Fox has command of the air forces."

Fox picked up the briefing. "All air forces will provide cover for the ground attack teams so that they can make their way to the firebase and take it down. Normally, we would have an all air attack, but the base is covered by numerous AA defenses and 1 light orbital cannon. The ground attack teams need to shut down defenses so that we can move in full-scale."

"The ground team will consist of Captain Farrell's Alpha Tank Squad, the Academy Cadet's MAC group, BlackWolf, and the Revenants. Also any MAC forces the DSF can spare are welcome. The air forces will be Starfox, Captain Farrell's air group, all Cadet air forces, and any DSF Air Force pilots that decide to come on down planetside." Ed said. "Any questions?"

Nobody said anything. "Good." Ed said. "We'll be at Fortuna in 2 minutes. Bring all ships up to Red Alert and have weapons charged when we come out of hyperspace."

__

ISS Eradicator, in orbit around Fortuna, 2 minutes later

Captain Jakob Garelli sat up as a sensor contact alert alarm went off. "What is it, sensor officer?" he asked

"We're picking up 11 hyperspace exit points on the far side of the planet. They are displaying CDF codes…"

"What? Contact Colonel O'Donnell."

Wolf O'Donnell came on the vidcom. "What is it, Captain?"

"Numerous CDF ships have just exited hyperspace, sir."

"What!? Can you identify them?"

"Yes…they appear to be a mix of CDF warships with two ships of unknown configuration with DSF markings."

"Any familiar ships?" Wolf asked.

"Um…you're not going to like this." Garelli said as he hit a button to display an image on Wolf's vidcom screen. The image was of the _Great Fox, _and the _Black Knight_, which was sporting the new Black Wolf logo of an angular snarling wolf's head.

"You're right, Captain, I do not like this one bit." Wolf snarled. "Hail them."

"They're…hailing us…"

"Then put them onscreen!" Wolf shouted. The secondary comm window flickered, and Ed Wallace's face appeared on it.

"This is Major Ed Wallace of the Lylat Alliance. You are ordered to stand down now and leave this planet." Ed said rather smugly.

"Not a chance, asshole." Wolf snarled back.

Ed glared. "Ah, Colonel O'Donnell." He said "You and I have unfinished business."

Wolf laughed "What? I iced your girlfriend and now you're going to try and kill me?"

"Maybe…but not today. Right now I have the interests of the LAAF in mind. So either pack up and leave, or get ready for a battle you cannot hope to win."

"I'm not budging for anyone…least of all you." Wolf said with a toothy grin.

"Suit yourself." Ed said as he disconnected. Just as he did, a panicked Captain Garelli came back on the line.

"The ships are charging plasma cannons!"

"Take evasive action you fool!" Wolf yelled.

"Too late! 6 plasma bolts aimed directly at us! Attempting to evade…" the transmission was cut off, and replaced by a remote feed from one of the other ships in the Venomian battle group. It showed four of the plasma bolts slamming into the already burning _Eradicator_, blasting it apart from bow to stern. As the explosions faded, Wolf could see particle cannon beams spearing out to hit other ships in the battle group.

"What in God's name is going on up there!?" Wolf shouted on the open channel.

The screen displayed a Jackal bearing the rank of commander, bleeding from the head and standing on the damaged bridge of a _Zeram II_. "Colonel, we've got casualties amongst all ships in the fleet, the _Eradicator _is gone, there are so many weapons signatures coming from the LAAF ships we can't keep track of things! The ark ship is here, as well as a _Zeus_, and some Damocles ships we haven't seen! We're quickly losing this fight. We're falling back out of range of their guns. We cannot hope to win the orbital battle."

A voice shouted from offscreen. "Enemy fighters closing in!"

"Shit!" the commander yelled. "We got to go sir!" the vidcom image blanked out.

Wolf stared at the blank screen, torn between rage and fear. He shouted at the air boss. "Get my fighter prepped, I'm going up there to fight the bastards!"

"No need, Colonel…they're coming down here!" the air boss shouted back. He motioned for Wolf to come over to the main radar screen. Wolf looked, and saw over 100 fighters and MACs burning directly for the base he was in.

"Please tell me this is double vision…" Wolf said.

"Sir, you only have one eye…double vision is impossible."

"Shut up…get Commander Viper on the line."

Viper appeared on vidcom 2. "What is it, Colonel?"

"We've got hostiles inbound on our position right now. Get your squad up there, and I'll meet you en route to intercept."

"Affirmative."

Outside the base, the _Diamondback _took off from the base's launchpad, flanked by the Viper's 5 Invader IV strike fighters. They were bound on an intercept course with Fox and Ed's assault group.

Wolf turned to the base commander "Activate defenses, scramble the fighters, prepare for attack."

__

Over Imperial Frontline Base Alpha, same time

The radar screen on Ed's _Galvatron_ lit up. "Fox, I've got 5 Invader IVs backed up by a _Rattler _class cruiser inbound on an intercept with us." He said. "I'm also picking up numerous fighter and MAC launches for the base.

"Roger, moving in to back you up." Fox said as his Arwing flew alongside Ed's MAC. Fox then boosted ahead, and let loose a volley of missiles at the _Rattler_. The missiles exploded all over the light cruiser, damaging it a little more than Fox thought it should have.

"Man, this ship is a POS!" Falco laughed as he flew towards it, backed up by the rest of Starfox. His cockiness almost got himself blown up as the 5 Invader IV's began firing at him.

The comm window displayed a rather angry iguana "This is Vic "Viper" MacKenzie of Vic's Vipers. I would advise against calling my command vessel a POS again." 

"But it is…" Falco protested just before Viper sent Falco's Arwing spinning with a blast from his Invader's laser cannons. "Ok, that's it. FIGHT'S ON!" Falco flew at Viper, blasting away.

"Ed, we'll hold them off while you land the ground forces." Fox said as he engaged Anubis's fighter. Although outnumbered 5 to 4, the Starfox team was obvioulsy gaining the upper hand, as both Horus and Wolfhound were forced to back off for a while by Slippy and Peppy.

"Got it." Ed said as he continued dropping his MAC to the surface. Along the way, enemy fighters began to harry his groundlings, but they all started blasting away at the Imperials, keeping them at a distance. Just before planetfall, an orbital gun blast narrowly missed Ed's MAC.

"Anyone get hit by that?" Ed asked.

"A couple fighters got splashed" Captain Farrell reported, "We're closing in on the _Rattler _to keep that gun from firing."

"Hold tight for a few minutes, I'll get that gun offline." Ed responded. "All ground teams, converge on the orbital cannon."

The MACs and tanks under Ed's command began thundering towards the cannon.

"Contact, 900 meters!" Jenna shouted as she fired her _Commando's _particle cannon directly ahead. Ed followed the beam, and saw it slam into a _Flanker_. The stocky MAC stumbled from the force of the hit. Ed also noticed more enemy MACs and tanks putting themselves between the assault force and the orbital gun.

Ed also noticed 4 familiar Wolfen II fighters headed right for him. They made a pass over the attack force, lasers chipping away at the armor on Ed's _Galvatron_.

Stabilzing the MAC as he turned around and fired his assault rifle at the Wolfen IIs, Ed contacted Fox. "Star Wolf is making attack runs over us. If you could distract them for me…"

"That should be no trouble at all." Fox replied. A few seconds later Fox and Peppy's Arwing dove away from the _Rattler _and opened fire on Star Wolf. Wolf's fighter took the brunt of the assault, although his fighter still flew, and Pigma lost a stabilizer fin.

"So…the fox decides to start with me again!" Wolf shouted as he flew after Fox, lasers blazing away. The rest of Star Wolf trailed close behind.

"Viper, ignore Starfox entirely; I want to handle them myself!" Wolf said.

"Very well, sir." Viper replied on open channel. "All Vipers, change targets to ground attackers." He then added privately.

Fox called Ed "I'll hold Wolf and company off while you hit the gun. Better make it fast though, he's pissed." The video image grained slightly as Fox's Arwing shook from a hit.

"Got it." Ed replied. Focusing on the incoming ground defenders, Ed let loose a salvo of LRMs. The missiles hit downrange, destroying a _Gladiator _and flipping a Diamondback tank. Behind Ed, an Alliance _Aurora _dropship flew in, releasing numerous Landmaster Tanks onto the battlefield. The tanks hit the ground driving, firing their lasers at enemy fighters and ground forces.

"All ground forces, converge on the orbital gun and hit it with everything you've got." Ed said as his MAC's particle cannon tore up a _Flanker_. Next to him, Jenna fired a salvo of SRMs that cut down a low flying Havoc gunship. Also nearby, Mark's _Commando _lit up an enemy _Gunslinger _MAC with twin pulse lasers.

__

Let's see what you've got…Imperial scumbags. Ed thought as his assault teams closed in.

__

Fortunan Orbit, same time

Katt Monroe's modified Invader III flew across a damaged _Harlock II _frigate. She fired the fighter's twin pulse lasers, which hit one of the frigate's missile bays, touching off a series of explosions that consumed the Imperial vessel in a ball of orange flame.

"Katt here, another enemy capital ship down. _Thames_, your path to the repair yard is clear."

"Roger that, Commander." Captain Jackson reported. Far off in the distance, the _Thames _began closing in on the defenseless repair yard, now being abandoned by the Imperials as Alliance warships routed the defending Imperial Fleet. The salvage ship launched two Collector REMASCS that carried 10 Damocles infantry soldiers each.

The ships docked with the station, and in less than 30 seconds the infantry commander reported the station was secure without incident.

"Excellent." Jackson said. He contacted Fox. "Captain Jackson to Major McCloud, we've taken the naval yard with no casualties. How are things on your end?"

__

Fortunan Surface, same time

Fox barrel rolled, narrowly missing a barrage of laser fire from Wolf's fighter. "I'm a little busy at the moment, Captain. We're having some difficulties with the base defenders. Stand by."

Fox discommed and turned his attention back to Wolf. His adversary's fighter was banking for another run. Fortunately, Falco, Peppy, and Slippy were keeping the other 3 members of Star Wolf busy, so Fox didn't have to worry about them. Flying head on at Wolf, Fox snapped a quick series of laser bursts at the enemy Wolfen II before rolling to the right. The laser shots hit Wolf's right engine, causing him to lose stability.

"Good shot Fox, now it's my turn!" Wolf brought his fighter around at the same time Fox did. They both fired, but Fox got the worst of it. The shots hit his Arwing's control lines and engine, causing the fighter to veer and skew in the sky. Wolf pulled in behind Fox, eager to finish the job. Seeing his chance, Fox pulled back the throttle and pulled up on the flightstick, almost causing him to stall out, but Wolf flew right by him, stunned by the "Cobra maneuver". Fox slid the Arwing onto Wolf's six and fired. The lasers blew off all 4 wings on Wolf's fighter, which spun in and crash landed hard on the icy ground.

"Fox to all Starfox pilots, Wolf is down. Give me a sitrep." Fox said.

Falco's panicked voice and image came over the vidcom "We got the other three, but then Peppy and Slippy were blown out of the sky…who the hell are these guys!?"

There was an explosion, then the comm blanked out.

Fox was about to radio in that his squad was down, when Viper's Invader IV dove out of the sky and blew off his left wing. Fox managed to get out a call that he was going down, before his fighter hit the ice. The force of the impact smashed his head against the control panel, and he blacked out.

"I'm in range of the orbital gun now…all forces concentrate firepower." Ed reported. The ground forces of the LAAF acknowledged his request and they fired missiles, lasers, particle beams, and bullets at the massive orbital cannon. Many of the shots hit the gun's capacitors, causing the weapon to discharge and consume itself in a massive blue-white explosion that took out some surrounding ground troops. Through the blast, a horde of Imperial MACs and battletanks came charging at the LAAF forces. The Imperials put up a blinding barrage of weaponry fire, driving the lead MACs of Black Wolf and the Revenants backwards. Through the smoke and gunfire, Ed could see Jenna's _Commando _stagger from numerous hits. He saw armor fly off as lasers and missiles blasted the medium class MAC all over. As he saw two enemy MACs, a _Flanker _and a _Commando_, prepare to deliver the killing shots, Ed boosted the _Galvatron's _overbooster so that he placed his MAC between the enemies and Jenna.

__

I've lost too many friends already. Ed thought as the opposition's fusillade bombarded his MAC. Armor plating blew off, sparks flew from cockpit consoles and alarms sounded as the gyro was knocked out of phase for a second. He managed to keep the MAC upright though, and he dropped his sights on the attacking _Flanker_. He fired 40 LRMs into the smaller MAC, blasting it apart in mere seconds. He then turned his assault rifle, particle cannon, and pulse lasers on the _Commando_. Although Ed riddled it with holes, the enemy MAC stayed standing until Jenna sent it flying with a particle cannon blast of her own.

"Ed, are you all right?" Mark asked as he, Damien, and Karl brought their MAC's up to protect Ed and Jenna against more attacks from two Diamondback tanks.

"My front armor is more memory than protection, but I'm fine." Ed responded. "What about you, Jenna?"

"I'm okay." Jenna answered.

"Good" Ed said as he radioed the air units. "The orbital cannon is destroyed, you're clear to move in."

Instead of Fox answering, Captain Farrell came on the line. "Ed, we've got a problem, Starfox is down. They've all been knocked out of the sky, but they're distress beacons are still active."

Ed called up the beacon frequencies, and headed toward their position. "I'm on it, Captain," Ed said. Then he radioed Mark. "Give the air forces backup while they hit the base. You're in charge while I go find Fox and the others." He then sprinted the _Galvatron _towards the beacons, while explosions from behind indicated the air forces were hitting the Imperial base. As his MAC reached a ridge, Ed could see Fox and the others below. Unfortunately, MACs and armed soldiers surrounded them, and they were being escorted at gunpoint into an APC by Wolf O'Donnell.

Ed faced a choice, he could either rush in and try to save Starfox, or he could play it safe, since they could probably get killed in the ensuing battle.

Wolf made the choice for him as Ed's radio blared the one-eyed lupine's contemptuous and triumphant voice. "Give it up, Wallace, you know I've won this round. You may have destroyed Alpha Base, but I've got the ultimate bargaining chip."

__

Not quite…but he's right…I can't do anything. Ed thought as he slowly turned the MAC away, walking back towards the ruined Imperial base.

I'm sorry, Fox. 

When he reached the others, he listened to the after action reports. The Imperial Fleet was on the other side of the planet, avoiding the LAAF taskforce. The base had been destroyed with a minimum of casualties. The orbital repair yard was secure with no naval casualties. The _Black Knight _and _Great Fox _would be landing shortly to set up a staging base. The _Ikaruga _was moving into position to transfer technicians to take control of the repair yard's facilities.

"All in all, we did good." Mark said. "So where's Fox and the others?"

Ed said only a single sentence. "Spread the word…Fox McCloud and the Starfox team are now Prisoners of War." Then he turned the _Galvatron _back towards the descending _Black Knight_, and flew it into the hangar.

__

I hope to God the other task force is faring better.

__

Extreme edge of orbit around Macbeth, same time, more or less

The three Umbra II stations orbiting Macbeth had only mere seconds to make a move when they saw the massive Damocles Starbase emerge from hyperspace. They didn't make the right choice. All three stations attempted to use their supercollider lasers on the Starbase, but the Damocles fortress's powerful shields simply deflected the beams. Then came the Starbase's return fire. The omni cannons spat powerful gauss fire at two of the stations, coring a hole through their centers and detonating the fusion power cores within. The last station was pounded into space dust by over 100 omni-directional missiles and 50 Maverick torpedoes.

"Orbital facilites are destroyed." Reported General Pepper. "All naval forces, begin moving in." The nearly 80 ships of the taskforce began swarming out from behind and around the starbase, while over 500 fighter craft were launched from carriers and the starbase's internal hangar. All of the ships were bound for the 4 Imperial fleets orbiting Macbeth.

__

ISS Absolution, 1st Imperial Fleet Command Ship (Halberd Class), in orbit around Macbeth, same time

"Are you sure?" Commodore Murtag asked his TO 

"Absolutely; there is a massive starbase out there that isn't ours, and it's heading this way…along with 80 or so CDF and DSF capital ships. They already smashed apart our Umbra stations."

"Well in that case, we should go out and destroy them. We easily outnumber them 2 to 1."

"Affirmative, sending word to all fleets to engage." Both Commodore Murtag and his reptilian TO looked at the radar map to see the 160 capital ships guarding Macbeth head out to combat the incoming LAAF fleet.

_LAS Galaxian, same time_

"Message from the _DSS Binghamton_, Admiral. They are engaging the first wave of enemy fighters and frigates." Reported the _Galaxian's _TO.

"Excellent, any word on our friends from the FVA?" Admiral Gestahl asked.

"They should be arriving any minute now."

"Also excellent, seeing as how we're outnumbered here."

__

ISS Absolution, same time

"Sir, 50 warships of IAV make but with unidentified IFF codes just dropped out of hyperspace near the planet."The Sensors officer reported.

"What?" Commodore Murtag shouted "Who the hell are they?"

"We're about to find out, the lead ship…a _Zeram III_, is hailing us." The Comm officer said. "I'm putting him onscreen."

The image of General Rommell appeared on the vidcom. "This is General Timothy Rommell of the Free Venom Army. You are ordered to leave this planet at once…or be destroyed."

"You don't scare me, 'Desert Fox'," Murtag said with a chuckle "You're out of your element."

Rommell sighed. "Too bad…you leave me no choice."

The _Absolution _was suddenly buffeted by weapons fire from seemingly out of nowhere.

"Where did that come from?" Murtag asked

"I…don't know…sir…they have stealth ships running about the place!" the TO almost panicked.

Murtag grabbed his TO by the throat. "You'd better find out where that gunfire is coming from…or you're going out an airlock!"

"Y-yes sir." The TO replied as he sat back down and feverishly worked to figure out where the mysterious stealth ships were.

The hapless TO failed to search the planet's close orbit, because that's where the stealth ships, belonging to the Omega Battalion, were currently headed. The _Valhalla _moved itself into geosynchronous orbit with the train yard and weapons manufacturing base, her dropships already streaming towards the surface.

Captain Del Harlow was issuing orders. "Target their orbital cannon and orbital cannon fire control facilities." She said to her TO.

"Roger…targets acquired." The TO reported. "Firing first salvo"

The Heavy Naval Series Laser Cannon on the _Valhalla _spat a large emerald beam down at the planet's surface.

The laser speared the orbital cannon FCF, reducing it to rubble in less than a second. While the gunnery crews were trying to figure out why they couldn't target anything, a second laser from the _Valhalla_ turned the orbital gun into a smoking crater.

"Orbital cannon neutralized. Captain Frohike, Captain Langley, your teams are cleared to commence your assault." Captain Del Harlowe said.

"Copy that Captain; commencing assault landing operations," Captian Langley reported. The Irish Setter turned to the wolf sitting next to him. "The infantry ready, Mike?"

Michael Frohike nodded. "Yes, and they've got itchy trigger fingers too."

"Excellent, because there are plenty of destroyable targets down there." Langley said as the 2 stealth-model _Aurora_ dropships fell through MacBeth's atmosphere, en route to the Imperial train yard. At less than 1000 feet, the dropships released 100 soldiers in Legionnaire armor, 50 MACs, two squads of FVA armored vehicles, a platoon of FVA Infantry in Mk. IX BattleSuits, and 50 Landmaster II tanks. The units fell through the atmosphere, using their jump jets to slow their descent and maneuver towards the Imperial Train Yard. Sporadic AA fire from the train yard speared up at the incoming units, but the definsive turrets on the dropships lay down a barrage of supressing fire, giving the attack force the cover they needed to land without any casualties.

As Langley's tank made planetfall, he started driving towards the train yard. "You know what to do. Hit the train, then hit the weapons manufacturing plant." He said to all the other mechanized squads. The various MACs and tanks began converging on the yard, while the infantry ran astride some of them.

At the trainyard, the Imperial guards there realized that there was a sizable force of ground troops headed towards them.

"Guard-1 to Base, we've got a large ground assault force of CDF and even some Venomian-built vehicles and infantry headed our way." The pilot of a _Gladiator _MAC reported

"What? Impossible! The enemies are still out in orbit!"

"Apparently they had stealth ships, Base."

"Well, crap! The shipment of Apocalypse missiles is still on the tracks!"

"Get the other guard forces out here. We'll try and hold them until the train makes it to the station." Guard-1 reported.

"Affirmative, launching guard regiment."

50 MACS, 50 tanks and 40 fighter craft belonging to the trainyard's guard regiment made their way towards the oncoming Lylat Alliance forces.

"Looks like they've spotted us," Frohike said, "They certainly seem to be in a hurry to engage, even though we outnumber them."

"I think I know why," Captain Byers interjected over the comms. "One of their supply trains is still on the tracks."

"Thanks for the update, John." Frohike said. "Where are you anyway?"

"I'm headed inbound with a flight of bombers to help you gropos out." Byers responded with a slight chuckle.

16 Valkrie bombers thundered overhead and came at the enemy attack force. They let off a group of cluster bombs that smashed apart tanks and MACs alike. The bombers then continued on towards the weapons facility, enemy fighter craft in hot pursuit. This allowed the LAAF ground forces to smash through the weakened defenders with minimal losses.

Byers called in frantically over the comm. "The facility is too well hardened against attack. Our bombs barely scratched it."

Frohike was not pleased. "Well, what do we do then?"

Langley provided the answer. "We do what Starfox did…redirect the train. It's cliché…but it should still work."

Frohike communicated his assent. "I can have my teams take over the switching station and divert the train. Langley, your tanks and MACs need to provide us some cover."

The FVA infantry commander, Commander Jimmy Brannigan, cut into the conversation. "You'll also need some people to take out the train's braking system. My team and I can handle that."

"Okay, get it done, Commander," Frohike responded.

The teams split up, Frohike's infantry heading for the switching station, while Brannigan's soldiers leapt up onto the train's caboose, and started working their way towards the engine.

The switching station's doors blew inward, catching one Imperial soldier in the head. The 5 soldiers standing guard opened fire on the armored LAAF troops that poured in through the doorway, but were cut down in mere seconds; their deaths causing mass amounts of blood to spray on the walls and windows.

Frohike walked over and hit the switch. He saw the tracks now change so that the train would head towards the entrance of the weapon's facility.

"Frohike to Brannigan and Langley. The tracks have been switched. Give a sitrep."

A train car with twin 50 caliber machine gun turrets suddenly exploded as two Landmaster tanks perforated it with laser fire. Ahead of that, the 10 soldiers of Brannigan's team were firing on the armored train locomotive, attempting to sever the brake lines. Imperial MACs tried to stop the FVA troopers, but Langley's armored divisions cut them down.

"Things are a little difficult here, but Brannigan says he's almost got it." Langley said.

A hissing noise came over the comm, followed by the triumphant shouting of Commander Brannigan. "We got the brake lines, abandoning the train now!"

The armored soldiers leapt from the sabotaged train like rats abandoning a sinking ship. The out of control locomotive sped down the side tracks, directly into the entrance of the weapons facility.

The force of the train hitting the stored Apocalypse warheads inside the weapons facility was sufficient enough to set off the warheads in a cacophony of destruction. The ensuing blast tore the roof of the facility just before it was consumed in a white-hot fireball. The entire incident from beginning to end was maybe 5 seconds long.

There is a postscript to this destructive act of war. One weapons technician, a Bengal Tiger named Mustafa, had been the sole survivor of the original weapons facility's destruction a year ago because he had stepped out for a smoke just before it was destroyed. This time, when he saw the train barrel into the facility he had only one last thought before he and everyone else was vaporized.

__

Oh no, not again.

"Target eliminated!" Langley enthusiastically shouted as he saw the facility disintegrate.

"Roger that," Byers replied. "It looks like the guard forces are retreating." He said as he fried a _Flanker_ with his Valkrie's lasers.

"Do we pursue?" Brannigan asked.

"Negative. We'll hold here for now. They know they've been beaten, why push it?"

"I agree," Admiral Smith said over the commlines, "Their navy is beginning to retreat, we've inflicted pretty heavy casualties to them. I say we hold positions for some quick R&R."

"Copy that Admiral, we'll set up a firebase onplanet." General Rommell said. "We're coming in on your position, Omega Battallion.

The Shadow Wing troopers looked up as the two FVA _Zeram IIIs _burned in towards them. Captain Frohike removed his armor's helmet, looked around the battlefield, and cracked a small grin.

_It may get tougher from here on in, but right now we've shown the Imperials that we mean business,_ he thought.

Somewhere on Fortuna 

Fox McCloud was blinded by the light shining in his eyes. There was nothing he could do about that, closing his eyes made him uneasy, and he couldn't look away because he was bound to some kind of deranged hospital bed.

Then the light was replaced by the leering and evilly grinning visage of Wolf O'Donnell.

"Ah, you're finally awake." Wolf said. "Welcome to hell."

"You know damn well I know I'm not dead." Fox managed to say despite his throat being extremely dry.

"No, but soon you will wish you were. Time to pay you back for what you did to me three years ago…or at least start…" With that, Wolf took out a bone drill and began drilling into Fox's right arm. Fox screamed in pain until he lost his voice, but the cries fell on deaf ears.

About 30 minutes later Fox's bloodied form was thrown unceremoniously into a cell. With difficulty, he looked around and noticed Peppy, Falco, and Slippy were in the cell as well. All had wounds that obviously suggested they were tortured, but none of them were in as bad of a shape as Fox.

"Oh, jeez, you look like hell, Fox." Peppy said as soon as the Imperial soldiers left.

Fox didn't answer, he just stared blankly ahead, breathing heavily.

"Hey, wake up!" Falco shouted with some difficulty from the injury to his beak. "Snap out of it!"

Fox turned slightly. "We're really….really…screwed." then he passed out into unconciousness, coughing up blood as he did.

The other three stared at their fallen leader, and they were at a loss for words.

END CHAPTER 14

Author's note: Yeah, this took forever to update, but I'm working on it. I plan to finish this.


	17. El Lobo Solo

Shattered Lylat: The Fragmentation War 

Chapter 15

"_El Lobo Solo_"- The Richmeister on Steven Segal's character from SNL.

__

Black Knight  
Fortuna, 2000 hours, same day as previous chapter

Ed Wallace was pacing around the bridge of his cruiser, his tail swishing back and forth out of fear and anticipation of a call he was dreading. His squadmates and a couple of the Revenants watched him as he did this.

"Ed, it's been almost 5 hours, Wolf is not going to call." Jason Kage said.

"He'll call," Ed growled. "He knows I know he has them."

"He's not going to call," Mark said.

"Yes he is," Ed restated. "He won't resist the urge to rub this in my face."

The vidcom beeped. "Told ya," Ed said as he went to answer it. He activated the broadcast screen so that everyone on the bridge would be able to see it. He almost regretted the decision as the screen displayed the battered and tortured Starfox team. Fox was obviously the worst looking of the group, it looked as if at least his arm was broken, and there wasn't a spot on his uniform that wasn't bloodstained.

Wolf walked in front of his prisoners. "Not a pretty sight, is it, Wallace?" he said with a grin.

"You don't waste any time, do you?" Ed shot back. "I'm pretty sure the Zoness Convention of 2520 protects prisoners of war from such atrocities."

"I'm sorry, I didn't realize there was a war going on. I thought this was a crusade of some sort." Wolf leered. "Anyways, I'm calling for a very simple reason. You have 24 hours to surrender yourself to me. If you do so, I will set these four free. If you do not…"

Wolf took out his knife and made a jagged cut across Fox's arm. To his credit, Fox did not scream out in pain, but Ed could see his face contort from the feel of the blade cutting through his skin. Wolf withdrew the knife and continued. "I will execute one member of Starfox for every hour you are late. Good day."

The screen went blank. Ed slammed his fist on the bridge consoles in anger. "Son of a bitch! He's calling me out!" He turned to ROB-2. "Could you trace the call?"

ROB-2 nodded his metallic head. "Yes I did. The call came from an Imperial Firebase a bit larger than their Alpha Base. It's about 100 miles away from here, though."

"That's still within reach." Ed said as he began to move out the door. However, the others on the bridge blocked him.

"Where the hell do you think you're going?" Mark asked.

"I'm going to that base…I'm killing every last Imperial there, and I'm freeing Starfox." Ed growled. "Move."

"By yourself? Not a chance." Mark replied. "Besides, he'll know you'd be coming."

"Doesn't matter. I have a plan, and I have to do this alone."

"Why?" Jason asked.

"Does that really matter?"

"I think it does,"

Ed sighed. "Fine. I have to do this because I promised my parents I'd avenge them."

"What…?" Mark asked just before Ed finished his statement.

"Wolf O'Donnell murdered my parents."

Mark nearly staggered. "That's not possible…your parents were killed in an attack on Zoness. Wolf didn't-"

"YES HE DID!" Ed shouted. "HE KILLED THEM JUST AS ASSURDELY AS HE'LL KILL ME IF I SURRENDER!!!" He looked downwards. "Sorry about that. But he did kill them, and I have the proof." He turned to ROB-2. "Display archive video Wallace-13."

The main screen on the bridge displayed security footage from a hallway in the long-gone CDF Zoness Defense Base on Zoness. Red alert klaxons went off, and numerous pilots ran down the hallway. Ed hit the pause button, and zoomed in on a wolf with black fur similar to his.

"This was my father, 1st Lieutenant Johnathan Wallace, almost 2 years ago at the outbreak of the Lylat War." He said before he resumed the footage. "This was taken on the day Andross launched his assault on Zoness. I got this from archival data in the CDF records files." He paused the tape a couple seconds later, and zoomed in on a vixen pilot. This particualr vixen was different from most, in the fact that her fur was a strange iridescent green and white combination.

"This was my mother, 2nd Lieutenant Jade Wallace. Both she and my father were pilots in the CDF, both were assigned to Zoness on this day." Ed resumed the tape. It switched to a camera that was facing the hangars and tarmac of the base. CDF Greenwing fighters were taking off, only to fall before a fusillade of laser fire from an oncoming swarm of Androssian starfighters.

One fighter managed to emerge from the barrage, only to have it's right side sheared away from a shot coming from a Wolfen fighter that came into view. The fighter still fired, it's pilot laying on the trigger, damaging the Wolfen and downing 5 Invader II fighters before the Greenwing slammed into the ground and tore apart in a ball of flame.

Ed paused again. "That fighter was piloted by my father. Wolf's fighter was the one that downed him in that massacre of CDF pilots. Sure, it may have looked like normal combat, but they were barely off the ground, and nearly unable to fight back…save for my father, the short-lived sole survivor. As for my mother…Wolf took care of her too with what he did next."

He resumed the footage. The Wolfen piloted by the leader of Star Wolf flew over the base and dropped something. That something exploded in the center of the CDF base, leveling it and destroying the camera.

Ed closed the archived video. "Wolf dropped a low-yield nuke on the base. My mother's fighter was torn to shreds in the hangar while she was still powering it up. She was lucky that she died quickly, many others that day died slowly from burns or radiation poisoning. As of today, no more than 50 of the 600 soldiers, pilots, and CDF support staff at that base survived this holocaust, and that number continues to decrease. So you can see…Wolf murdered almost 500 people that day, including my parents." He stared down the others. "Any questions?"

Nobody looked as if they did have any, except for Damien, but he thought better of it at the last second and kept his beak shut. Finally, Mark spoke. "Listen, Ed…you know my parents died in the war too. But that doesn't mean that you can handle this on your own. We need to think of a plan…maybe get the Omega Batallion over here and have them mount a rescue-"

Ed cut him off "No, a large assault would be too risky, and besides, the Omegas are busy on Macbeth. Starfox gave us the opportunity to make something of ourselves, and now I owe it to them to make sure they survive this. I'm going to that base, and nothing anyone says or does will stop me."

Mark dropped his hands. "I'm real sorry you feel that way," then he lashed out.

The last thing Ed saw was Mark's metallic fist flying towards his face.

Imperial Firebase Bravo, Fortuna, 2 hours later 

Using parts of their tattered flight jackets, the pilots of Starfox had managed to patch up the injuries of their leader, including the new knife wound Wolf had inflicted on him. Fox was barely holding onto consciousness, and his speech was becoming incoherent.

"Goddamn it, Fox, don't you make me the sane one here." Falco said. "Focus damn it!" he probably would've slapped Fox across the face if he didn't fear it might kill him.

Fox turned and looked Falco in the eye. "The day I make you the sane one…" he rasped. "Is the day that you admit I'm the better pilot."

Falco laughed. "All right, looks like there's still fight in you yet then!"

Just then a voice came from beyond the cell wall that Fox was leaning on. "Starfox? They got you guys too?"

Fox weakly yet clearly replied. "Yeah…they got us. Who is this?"

"It's Lieutenant Tom Janson of Husky Squadron." Janson said.

"I thought all of you were captured on Katina. At least, that's what Lt. Black told us." Fox said.

"Bishop made it out?" Tom asked.

"Yeah, barely." Falco replied.

"Well, at least he's okay," Tom said. "Anyway, yes all of Husky Squadron was captured and imprisoned on Katina, but we tried to incite a riot to escape, so they split us up. I wound up here, alone. I don't know where the rest are, except that I know they left Bill at Katina." There was a pause. "We're fighting back, right?"

"Yes," Slippy said. "And so far we've gotten mixed results. We have forces on the planet, but of course we're stuck here…"

"Well, yes that's true." Tom replied. "Is anybody working on a rescue?"

"We…honestly have no clue…" Fox said.

Black Knight, 6 hours later 

Ed awoke in his quarters. His jaw hurt like hell from the knockout punch Mark had dealt him. As he got his bearings again, he tried to leave his quarters but found the door locked from the outside.

__

Damn it, they really don't want me to even try… he thought as he sat back down on his bed and put his head in his hands in frustration. He was about to try and get up to hotwire the door controls when the door slid open, and Jenna Sandoval walked in.

Ed was about to ask what she was doing there, but she put a finger to her muzzle. "Nobody knows I'm here, but I really wanted to talk with you." She said quietly. "I never knew that that was what happened to your parents…I'm so sorry."

"Don't be," Ed said. "It's nothing you could've prevented. But now you know the story of my promise for vengeance and now you know that I have to handle this alone."

"No you don't," Jenna replied. "You have two squadrons at your disposal to help Starfox escape."

"Yes, but it's too risky. They'd see us coming. No…I had a plan to handle this alone but with plenty of support…and if I was just given the chance to implement it I know it will work."

"Really? And just what was this plan of yours?"

"You really want to hear it?"

"Sure, why not? Who knows? It could actually be a good plan."

Ed saw his chance to try and convince someone, and he launched into his plan. After 10 minutes of explanation of his entire op from start to finish, he looked at her and said. "So…how does that sound?"

She thought for a second before speaking. "It actually is a good plan, even though it's very risky."

"Any plan at this point would be…but surrender is not an option, and a full-scale attack would only result in a quicker execution. This is the only way, and not even attempting it would be the same as failure. But I'm stuck here and I don't think that having you on my side will convince them."

Jenna looked hurt, but she knew he was right. "I've got a better plan then." She drew her small laser pistol from her ankle holster and handed it to Ed. "Take this, it's set to stun, and get what you need for the mission. Then just get to your Arwing and go. I can disable the security cameras for you. By the time they realize you're gone, they'll have to implement your plan in order to keep you from getting killed."

Ed took the pistol and looked at it with curiosity. "Why are you helping me?"

"Because maybe I believe in you?" Jenna responded "Does it really matter? You've been given your chance…take it or leave it…but please be careful."

Ed seemed to wrestle with the decision for a second, but then he moved to leave. Just before he did he gave Jenna a quick kiss on the forehead. "Thank you, I'll be careful." He said. Then he was gone, making his way towards the armory. Jenna left in the other direction, using her PDA to interfere with the security cameras on the path to the armory and the hangar.

Ed reached the armory in only a couple minutes, staying in the shadows and avoiding anybody who may have been walking the halls of the _Black Knight_. He wasn't surprised to find the doors locked and rejecting his access codes. He activated his radio link to ROB-2.

"ROB-2, have you been told not to recognize my authority?" he asked.

"Unfortunately, yes I have Ed," ROB-2 said. "There is nothing I can do to help you."

"Yes there is," Ed said. "Your refusal to help me may very well kill the Starfox team, and we both know that one of your prime directives is to protect all CDF and/or Lylat Alliance assets, including mercenaries under contract with them."

There was a pause. "You know…I find it somewhat irritating that you're right."

"Trust me," Ed said. "That feeling will go away once I prove that this plan will work. Now please, open the armory doors for me. Nobody can blame you for what happens."

"Okay, Ed. I hope you know what you're doing." The robot pilot said as the doors to the armory slid open. Ed stepped in, grabbed everything he needed, and quickly ran out, now headed for the hangar.

Upon reaching the hangar 12 minutes later, Ed found that Mark was there, back turned to him, working on modifying one of the Arwings into an AeroMAC.

_He still doesn't know I've left…damn it I'm going to hate doing this. _Ed drew the laser pistol, made sure it was set for stun, took aim, and shot Mark between the shoulder blades. He collapsed unconscious.

_Okay, I don't have much time, _he thought as he made his way towards one of the unmodified Arwings. Just as he was about to power it up, the doors opened and Karl Riker stepped in. Ed took cover, so Karl only noticed the unconscious Mark on the floor of the hangar.

After checking Mark for a pulse, Karl activated his radio. "Riker here, Mark's been stunned, requesting back-" he stopped mid-sentence as Ed shot him with another stun bolt. Ed then got into one of the Arwings and began powering it up. As he was about to start the engines, the hangar doors opened again, and Jason Kage, Damien Norris, and Dave Cheng entered the room, guns drawn.

"Get out of that fighter, Ed!" Jason said.

"Sorry, Jason, but I have no choice here. I'm going to save Starfox, whether you help me, or not." Ed hit the canopy close button, and the bulletproof glass slid over him, deflecting the shots from the three other pilots. He activated the engines and flew off into the Fortunan night skies.

Jason put down his Omni-Falcon pistol, and scowled. "Who the hell let him out?" he asked nobody in particular.

ROB-2 suddenly came in over the internal speakers. "Sirs, I have tracked the location of the camera distortions to Lift C. My guess is that whoever is messing with the security systems is also responsible for allowing Ed to escape."

"All right, we'll be right over there." Jason said.

When they got to the lift, they found Jenna there, tapping away on a PDA. As soon as she saw them she raised her hands in surrender, and simply said, "What took you guys so long?"

They took Jenna up to the bridge, and Jason began asking her questions in rapid fire. "Where did Ed go, what is he planning to do, and why are you helping him?"

"I have my own reasons for helping him, where he's going is obvious, and why don't you ask him yourself what he's planning to do?" Jenna answered right back. "After all, it's not like you can't communicate with him. In fact," she pointed to the vidcom receiver, "he's paging you right now."

Jason walked over and activated the vidcom. "Ed, what the hell are you trying to accomplish here?"

Ed responded. "I think it's obvious by now. We can't wait for a regular army solution, we have to strike now and help Starfox get out of there…you saw what Wolf did to them, and it's only going to get worse. If we don't act now, then they'll be dead before the 24 hours is up."

"That may be, but you're going off on some sanity-be-damned mission with no backup, and I'm not about to let you do that." Jason turned to ROB-2. "Initiate auto-recall on his Arwing, I want it back in the hangar as soon as possible."

"Affirmative, sir." ROB-2 said. On the radar map, Ed's Arwing began to turn as the robotic pilot overrode the control systems and activated the auto recall feature. Normally, the feature was used to recover the Arwings of wounded or unconscious pilots, but it also worked at bringing back insane pilots too.

"Okay, fine, I can play at that game too." Ed said as he slammed down on the eject handle. The cockpit assembly blew away and lifted off from the rest of his fighter. "See you in about 18 hours…or less, weather permitting," Ed said. Then he discommed.

Jason cursed silently. "Great, now we can't bring him back."

"Has it occurred to you that maybe instead of trying to bring him back, maybe you just help him?" Jenna said. "After all, Shadow Wing was created for missions like this."

"Yes…but-"

"No buts, Jason," Jenna said. "If you don't help Ed, the odds that he or any members of Satrfox will survive the impending fight are severely decreased. If you even want to get a chance to shout at Ed for doing this, then I suggest you follow his plan, which he told me about."

Jason sighed. "I guess you're right…but it really doesn't explain why Ed just went off like this. I mean…he could've at least tried again to convince us."

Mark, just recently revived, spoke up. "I guess he thought that we wouldn't even want to listen. Besides, the fox part of his genetic code must have taken over on this."

Everyone on the bridge looked at him oddly, so he decided to elaborate. "Most hybrid species have at least a 60-40 combination in terms of physical and genetic traits from their parents. However, Ed is a rare hybrid. Almost his entire DNA and physical structure is more lupine than vulpine. However, some of his character traits still come from his mother's side of the family, including an occasional loner attitude, exceptionally cunning instincts, and a tendency to be a…well…a womanizer."

Damien snickered at that last comment, but Mark shot him a glance that quieted his squadmate. He continued. "Anyway…I suppose Jenna is right. Maybe we were too worried about losing more troops than we were about saving the ones that we can. But what I don't understand," he turned to Jenna "Is why you chose to help Ed? I mean, you two haven't exactly had the best history together."

Damien wouldn't keep quiet this time. "Oh…this I gotta hear." Mark was about to cuff him on the side of the head, but Jenna spoke up

"Very well, you shall hear." The female wolf cleared her throat, then began. "Ed has always felt a lot of pain as far as he and I are concerned. When I broke up with him, it wasn't only because he had some anger problems…it was also because I felt…different at the time. I wanted to explore the…'other side'."

"Wait…you were a lesbian?" Damien said. "Damn…"

Jenna shook her head. "Not exactly a lesbian…it was more of an exploration of sorts. But my desire to explore bisexuality ultimately led to our breakup…which I pushed for anyway. Ed got over it by the time I left for Shadow Wing…but I still feel bad for hurting his feelings like that. I'm helping him because I feel it's the right thing to do. Somehow I have to heal the pain I inflicted on him, and to do that I'll help him avoid more pain and suffering. If that entails me helping me rescue his friends and comrades from certain death, then I'll do it."

"Hard to argue against that," Billy Black said from the other side of the bridge. "So…what's his plan?"

"His plan is a complex diversionary tactic designed to allow him to sneak into the base while the base's defenders chase off a Lylat Alliance attack. Of course, we're not actually going to attack the base…just make it look like we are."

Jenna tapped a few keys on the bridge controls, and brought up a satellite map of the Imperial Firebase where Starfox was being held. "The base has a large radar dish that can detect even a solitary soldier approaching the base. However, the dish has a limited range of only 200 meters for its precision scan, which means anything beyond that point is not always a reliable contact, unless it's a ground or air vehicle. Point is, it can deter any sneak attack."

"How do you know this…wait…never mind, forgot who I was talking to for a second." Karl Riker said.

Jenna grinned slightly, then continued. "Anyway, Ed needs this radar shut down, and that's where the diversion comes in. using the patrol vehicle that Damocles lent Black Wolf, we can have a small team use the turret mounted rockets to destroy the radar dish, and draw out the base defenders."

"Then what?" Jason asked.

"Obviously you turn and run like hell, firing all the way. We need to have almost all defenders drawn out so Ed can get in and out with the Starfox team. Don't worry, he's going to arrange transport for them, and cover fire for the patrol vehicle as well."

"What's the base defender estimates?" Mark asked.

"At least 2 MAC squads, 2 Imperial Invader IV fighter squadrons, the Star Wolf team, that other merc group…'Vic's Vipers' I think it was, and at least 3 platoons of infantry with support vehicles. There might also be a few stragglers from Firebase Alpha being repaired at the base as well."

"That's a lot for one fast attack vehicle to draw out…" Damien said.

"Well, with enough rocket fire spread out over a large area, they'll think it's a larger force." Jenna said. "That, and with the destruction of their radar, they won't be able to tell how big the attacking force is. So who's going?"

Mark immediately spoke up. "I'll go. I need to atone for coldcocking him like that earlier. Anyone else want to come along? I'm going to at least need a gunner."

Damien stepped forward. "Anything to kill some Imperials." He said.

Billy and Karl also stepped forward.

"That should be fine," Mark said.

"What should the rest of us do?" Jason asked.

"Go out on patrol flights, make it look like everything is normal." Jenna said. "Assign some Damocles or Academy Cadet pilots to pilot extra Arwings so that any Imperial recon units won't know that we're planning this attack. I need to stay here in order to help Ed with the mission. I'm the only one with the intel on the base and his plans…thusly it stands that I should be operations control back here, where I can monitor everyone."

Jason nodded. "All right, that sounds fine. When do we move out?"

"Ed wanted to begin his assault at noon, only 8 hours before the deadline."

"Got it," Jason said.

__

Imperial Firebase Bravo, 0900 hours

Wolf O'Donnell was torn between two emotions. On the one hand, he was happy that he had captured Fox McCloud, and was soon to be rid of him and that pesky Ed Wallace. On the other hand, he was very pissed off that Emperor Caine had decided to send one of the Maverick Wing to help keep an eye on the base.

"As you can see, I do not require your help in this matter, Ocelot." Wolf said. "Everything is under control."

"That may be," Revolver Ocelot replied, "But Emperor Caine has seen it fit to assign at least 1 Maverick Wing operative at every major Imperial base. We're only doing this in case you require the help of a specialist."

"I don't need any specialists…especially those that might take credit for my conquests!" Wolf snapped. "Capturing the Starfox team was all MY work. Don't you forget that!"

Ocelot chuckled "Your paranoia is unfounded. Rest assured I have already informed the High Command that you captured Starfox before I arrived. I'm only here to help, not to take over. I offer my skills and services to you."

Wolf finally calmed down a bit. "Ok…fine. As of right now I don't need your help, feel free to patrol the grounds or whatever the hell you Mavericks do when you have downtime."

Ocelot saluted and left without a word.

Wolf pondered the situation. _Ok, so maybe freak-boy can do some good around here…but I just don't trust him completely…then again I don't trust anybody completely_. _Right now I have to focus on that deadline I set…only 11 hours to go…heh heh heh._

_Somewhere in the Fortunan Plains  
6 hours and 15 minutes earlier_

Ed looked around the general area of where the escape module of his Arwing had landed. It was almost pitch black, and a light snowfall was coming down.

__

All right, he said looking back at the unusable escape module, _I'll camp here_. Fortunately the survival pack built into the escape module had a couple blankets, and he had enough power left in the module's batteries to run the internal heating system. He wasn't exactly comfortable inside the cockpit, but he managed to get to sleep.

__

Soon Wolf…soon you will know my vengeance. He thought as he dozed off.

END CHAPTER 15


	18. Icy Revenge

Shattered Lylat: The Fragmentation War 

Chapter 16

"Revenge is a dish best served cold" –Klingon Proverb

_Fortunan Plains, 1155 hours (8 hours and 10 minutes before the deadline)_

Ed was walking towards the base, guns strapped to his back, and vengeance on his mind. He came to a small cliff that overlooked the base, but was well out of the pinpoint radar's scanner.

He checked his watch. _Only 5 minutes until they hit the dish…assuming they came. If not, then I'm going for it anyway. _Ed checked his K21 and was glad to see the cold weather hadn't frozen any components of the rifle. The Omni-Falcons and the laser pistol had checked out fine as well. Then he checked his watch again. The entire process had taken him only 1 minute.

_Waiting is the hardest part_. He thought with a slight grin. Then he took a quick look up to the sky. _Mom, dad, Katya…I know you're looking out for me on this, so no matter what my friends decide to do, I'll still be able to complete this mission._

Just then his radio beeped. "Ed, are you out there?" It was Mark.

"Yeah, I'm here…well, outside of radar range of course. Where are you?"

"Currently heading to tear that dish down along with Karl and Damien. We'll hit it directly at high noon."

"Well, looks like Jenna managed to convince you all."

"Yeah, she did…but there was a little bit more to it," Mark said. "I'm going silent until that dish falls, so don't feel bad about me hanging up."

He did. That left Ed in the silence to count the seconds down.

_2 minutes…_he thought as he stared at his watch again. Each second seemed to take an eternity.

_Imperial Firebase Bravo, same time_

Wolf was unaware that anything was amiss that late morning. He was inside the communications building looking at the GPS radar map of the planet, and of the orbital area of Fortuna as well.

"So…our guard fleet is refusing to counterattack?" he asked the communications officer, a nervous looking raccoon.

"Yes Colonel, they are," the officer responded. "Apparently the overtaking of the repair yard has left them without the ability to repair their ships, and as such they have a distinct disadvantage over the Alliance fleet. And before you shout at me for not sending for reinforcements again, I already tried, but apparently the other fleets are tied up in a massive orbital battle over Macbeth."

Wolf growled in anger. "Damn it. What about my ultimatum?"

"Doesn't look like it fazed anybody on the Alliance side. Our scouts marked all the merc fighters flying about on patrols as if nothing had happened. One of the squadrons even went so far as to harry our scouts and take out a couple of them."

Wolf was now positively livid, but he managed to bring himself under control. "I don't like this…it's too quiet. Oh well, maybe I was expecting too much to ask for Wallace to be crestfallen. He's probably getting ready to turn himself in now, but not without a last hurrah."

No sooner were the words out of Wolf's mouth then a massive explosion shook the comms building.

Ed saw the twin rockets slam into the radar dish just as his watch turned over to 12 noon. The explosion consumed the dish, as well as it's supports, causing the charred remains to fall off the roof and slide down one of the walls of the comms building. More rockets and even some machine gun fire followed from the distance, hitting enemy vehicles and buildings.

"There's your distraction, Ed." Mark said. "Looks like we've got them riled up."

As those words echoed in the radio, Ed saw the various MACs and vehicles that were useable start moving in the direction from where the weapons fire had come from. A few fighters began to take off as well.

"All right, they're coming after us. So we have to get outta here. Good luck Ed."

"Got it…I'm going in." Ed said.

"One more thing," Mark called out over the radio. "in case I get fragged before you get back…I'm sorry I hit you earlier."

"It's ok…" Ed said. "The fact that your helping me now is apology enough. Now run like hell and don't look back."

Both of the soldiers disconnected their radios. Ed took a quick once-over look at the Imperial Firebase. Fire control teams were already putting out the fires caused by the attack, and Ed could see that one of the missiles had exposed the repair hangars where a few MACs and fighters from Base Alpha were being patched up.

_Useful information for later, _he thought as he continued across the cliff until he was at the "back" of the base. There he could see where the main hangars, if one would call them that, were. Right now they were nothing more than lines drawn in the snow with spray paint. Ed could see that the 4 Wolfen IIs belonging to Star Wolf were parked there, as well as the Invader IVs belonging to Vic's Vipers. The Wolfen IIs weren't up and running at all, but Ed could see that the Vipers were getting their fighters ready to pursue the Mudcruncher.

He had an impulse to fire on the pilots as they headed for their ships, but he restrained himself. _They are not my enemy here, and attacking them would ruin the element of surprise_. Instead he watched the mercenary fighters leave and fly off after his comrades.

Hopefully Mark and the others can rally some air support to them because it's going to be hard getting back with that many people after you. Oh well, right now I have to figure out how to get in quickly and quietly, and still keep the element of surprise. 

He noticed that there was a slope leading down to the base near where he was, and that there was a pile of scrap metal there too. Why the Imperials would pile scrap metal at the top of the slope he had no idea, but he suddenly got a plan, a plan that not even the two guards at the bottom of the slope could hamper.

_1 minute earlier_

Wolf was running about the damaged firebase, barking out orders. "Somebody find the wiseguys who shot up this place! And get the Vipers into the air!"

"I'm guessing this is Wallace's 'last hurrah'?" the comm officer asked

"Possibly," Wolf answered. "But I'm not going out there to fight him. No…I'm keeping an eye on my bargaining chips in case they try to escape."

Ed grabbed a flat rectangular piece of metal from the edge of the pile. Judging the angle and distance, he got on top of it, and started sliding down the hill on his makeshift snowboard. The guards still hadn't noticed him, and they didn't until after he caught air off of a small mound of snow. The two guards looked at the odd sight of seeing an armed wolf flying at them on a metal snowboard, and attempted to shoot him down. However, Ed already had his K21 ready, and mowed down the first soldier, and then kicked off of his "snowboard", sending it into the face of the second one as he came back down to the ground. Putting down the stunned soldier even longer with a stun blast from the laser pistol, Ed pressed onward. He took note that the building he was near was the base's armory.

_Hmm…an armory._ For the second time that day, another idea came to Ed's mind. Pausing only to take the light machine gun off of one of the dead guards, Ed entered the armory. He quickly found what he was looking for. There was a box of 10 remotely detonatable C4 charges designed to take out buildings. Stuffing the charges into a backpack and grabbing a detonator, Ed left the armory after pausing to place a charge inside the armory near all the ammunition.

_Hopefully I've got enough charges_ _for this_, he thought. Taking a look back at the remaining craft at the hangars, Ed noticed there was a captured Nightshade parked there. _Well, that's our way out_, he thought as he headed in the other direction towards the repair hangars. Arming another two charges, he tossed them in through the holes in the wall opened up by the Mudcruncher.

As he turned away he suddenly saw a jeep, possibly a straggler from the pursuit forces, drive towards him with 3 very pissed off Imperial soldiers in the seats. Diving to the side as the enemy's VK assault rifles opened fire on him, he fired his K21 from a crouch and hit the driver through the windshield. The jeep flipped over, spilling the other two soldiers from it. Ed took care of them with two 3 round bursts from the K21, then he continued onward, pausing only to place a C4 charge in the middle of a field of fuel tanks near the motor pool.

A squad of 5 guards apparently tried to do the job their buddies in the jeep couldn't, but Ed handled them as well. 3 of the guards fell to blasts from his Omni-Falcons, leaving the other two to scramble into a building marked "Detention Center".

_Well, thanks for pointing me in the right direction, guys._ Ed thought as he headed to the door, but found it locked. Not one to be deterred by a locked door, Ed simply cut down a piece of C4 to a less potent size, and placed it on the door. Then he got around the corner, and hit the button.

_45 seconds earlier_

Wolf looked up to see two Imperial soldiers frantically run into the detention center and close the door.

"What the hell is going on out there?" Wolf asked

"There's some Alliance commando attacking the base!" one of the soldiers said in a panic. "Looks like the attackers that blew up the communications dish may have just been a diversion!"

"Any idea on who it is?" Wolf asked.

"Couldn't see much due to the fact I was trying to avoid death, sir," The soldier said. "But it looked like a wolf…only his fur was black."

Wolf's eyes widened. "You fools," he shouted "That was Ed Wallace!"

The words were barely out of his mouth when the door exploded inward. The metal door sliced into one of the soldiers, dropping him in a flash of blood and gore. The other soldier tried to open fire, but he was cut down by machine gun fire from an unseen assailant. Wolf, of course, knew who the assailant was.

Ed Wallace walked through the smoldering doorframe, stolen machine gun in hand. "Greetings, Wolf," he said dropping the weapon. Wolf thought that was an invitation to shoot Ed on sight, but of course he guessed wrong. Ed already had his left-hand Omni-Falcon up by the time Wolf brought his sidearm to bear. Neither one of them pulled the trigger.

"Think you can do it, Wolf?" Ed taunted. "Think that you can take me out with no depth perception? Come on, do it, open fire…kill me you son of a bitch! DO IT!!!"

Wolf seemed to struggle with himself to try and aim. Ed meanwhile kept his gun trained cold and level. For a while the two of them just stood there, staring each other down. Falco finally broke the silence by shouting down the hallway from where his cell was.

"WOULD ONE OF YOU JUST FREAKIN DO SOMETHING?"

Wolf turned to shoot the avian, which gave Ed the chance he needed. He fired one shot, which knocked the gun out of Wolf's hand. However, Wolf immediately rolled towards Ed, causing his next shot to miss. Wolf then popped up and kicked the Omni-Falcon out of his adversary's grip. The one-eyed wolf then threw a jab at Ed's face, but Ed countered it by grabbing Wolf's arm, twisting it, and kicking him hard in the chest, then following up with subsequent kicks to the shoulders and head. Wolf was staggered by the assault, but recovered quickly. Ducking a roundhouse from Ed he snatched up the Omni-Falcon.

"I'll show you 'no depth perception'!" he growled as he took aim at Ed. Quickly, Ed kicked off the wall, causing Wolf's shot to pass under him. As he came back down he caught Wolf right in the side of the head with a vicious kick, sending his adversary spinning in the air, and losing the gun as well.

Ed moved in to finish off his opponent, but Wolf quickly got back to his feet. Ed couldn't see the knife Wolf had drawn until it was almost too late. Wolf came up, and slashed Ed just above his left eye. He probably would've taken Ed's eye out had he not ducked back at the last second. Blood was running down the side of his head, but Ed didn't fall, or cower, or even put his hand to the wound. This startled Wolf, and he didn't move to attack for a split second.

Ed took the advantage of that momentary pause. He grabbed Wolf's arm, wrested the knife out of his hands by twisting the wrist, and picked it up while keeping Wolf immobile.

"You know what they say, Wolf," Ed said. "A slash to the eye is worth a stab in the thigh!" And he rammed the knife up to the hilt in Wolf's upper right leg. As Wolf yelled out in pain, Ed punched him in the forehead and cave a quick chop to the throat, knocking him unconcious.

_I hope he has the key on him because I'm not going to go look for it._ Searching Wolf's body, Ed found the keys to unlock the detention cells.

Activating his radio, he called Jenna. "I've got the keys, and I'm letting Starfox out. Seems theirs a Husky Squadron member here as well, so I'm giving him a ride home too."

"Got it," she said. "See you in a few minutes." Ed forgot to disconnect the channel as he headed back over to the cells.

He walked over to the two cells where Starfox and Lt. Janson were being held, and unlocked both cells.

"Why didn't you kill him?" Falco asked as he helped Fox out of the cell.

"He was down and out. If I shot him then, I'd be no better than he was. Just because he does evil things to others does not mean I must sink to his level in order to do so."

A voice sounded from the doorway. "Your ethos is sickening, Mr. Wallace." Ed turned, and saw an ocelot in a dark, black-and-red military dress uniform walking towards him and the others. From the distance, and despite the fact that some blood was starting to get in his eye, he could see the Maverick Wing logo on the ocelot's right shoulder and hat.

"Revolver Ocelot, I presume?" Ed asked.

"Ah, so you have heard about me. I guess General Carrington is willing to own up to his mistakes."

"Enough talk about blame," Ed said "What do you want?"

"I simply want a chance to duel you. After all, the mercenary pilot who has evaded death at every turn must be a good shot. Pretty simple, we draw and fire when I give the word."

Jenna decided at this point to let Ed know he had accidentally left the comm channel open. "Ed…just surrender! He's the best duelist that ever lived! Don't throw away your life like this!"

"What if I were to just surrender?" Ed asked as he rested his hand on the hilt of his other Omni-Falcon.

"Unfortunately, Emperor Caine was specific about ordering your death, so ya can't do that. At least I'm being sporting about giving you a chance to escape death…not that I think you will. Get ready…" Ocelot put his hand above the golden magnum revolver in his holster.

Ed removed his hand from the hilt of his pistol and left it hovering above the hilt. _I'm not going to be able to outdraw him…_he thought as he went into a deep state of concentration. Ocelot just thought he was squinting. Everyone else sought cover, ironically in the cells they had just vacated.

"DRAW!" Ocelot shouted as the gun cleared his holster. Ed was alredy moving, tapping into his combat training. He turned almost sideways as Ocelot fired, and the shot passed by him. As Ocelot began to realize that he had missed, Ed had his Omni-Falcon up and leveled. He fired once, blowing a hole in Ocelot's chest. The cat stared at his wound in shock, then fell over dead.

Ed holstered his pistol. "He wasn't wearing a vest."

Fox limped out of his cell, followed by the others. "Why not?"

Ed shrugged. "I don't know, maybe he's been in Shadow Wing so long, he thought he was invincible." He bent down and picked up the magnum. Checking the cylinder, he found it was empty. "He only had one bullet in here, too." He pocketed the revolver, then removed Ocelot's insignia and identification nameplate.

He turned back to the others. "I'm betting Carrington will want to know one of the Mavericks is gone."

"Seems like a good point." Fox said. He weakly pointed to the cut above Ed's eye. "You might want to bandage that up." With some difficulty the wounded Fox removed the bandanna from around his neck and handed it to Ed. "Use this."

Ed took the bandanna, and wrapped it around his head, staunching the flow of blood from his wound. While he did that, Tom Janson went over to the discarded machine gun and picked it up. "We'd better get out of here before reinforcements come"

"There's a captured Nightshade transport parked out back." Ed said. "It looked in pretty good shape."

"Wolf wasn't here alone," Falco said. "We should arm ourselves in case the other 3 stooges come looking"

"There's an armory right next door. If you're all mobile enough we can grab some weapons then get out of here."

About 30 seconds later the 5 recently freed soldiers were gathering up weaponry. Fox had secured himself a 9mm pistol, but wasn't taking anything else since he only had one good arm right now. Janson had the machine gun, and Falco and the others had taken VK assault rifles. Once they were all armed and ready, they began heading for the Nightshade. Crouched around the corner from the landing pads, Ed activated the radio again.

"Jenna, we're making our way to an escape vehicle."

"All right, be careful." She said.

"I will." He then changed channels to Mark. "Mark, what's your status?"

"Right now we're getting really lucky in the fact we haven't been hit yet." Mark said. "We've got the Vipers tailing us, as well as 3 MACs."

"All right. Keep dodging them, I should be by with some heavy support in just a minute." This time, Ed remembered to disconnect. He headed towards the Nightshade, his team of escapees behind him. About 10 feet from the gunship, the three remaining members of Star Wolf, plus a squad of troopers, leapt out in ambush.

"Shit!" Ed shouted as he opened fire with his Omni-Falcons. The rest of his rag-tag squad opened up on the enemies as well. 3 of the enemy troopers fell, while the rest scurried for cover. Ed wasn't sure, but he though he heard Andrew shout over the gunfire, "This was not a good idea!"

"Get in the Nightshade, I'll cover!" Ed shouted as he kept the enemies heads down with his gunfire. Then he threw a grenade, killing the other Imperial troopers and leaving only the 3 Star Wolf pilots to hassle them. After everyone else had made it into the Nightshade, Ed jumped in as well. As he moved to the pilot seat, Fox blocked his way.

"I'll fly us out." He said.

"You have only one good arm and you've lost a lot of blood. I'm flying us out."

"And you've been running yourself ragged for almost an hour. I'm flying us out."

Suddenly Pigma leapt up and fired a burst of gunfire from his VK. The shots deflected off of the windshield, but that still startled them. Ed jumped into the pilots seat and fired a stream of shells from the twin gattling guns in Pigma's direction. The shots missed the pig, but broke apart his Wolfen II instead.

"I'm flying. If you want to take the copilot seat, be my guest." Ed said flatly. Fox did just that without a word. Falco and Janson took command of the ventral and dorsal turrets, respectively. As Ed began to activate the gunship, Fox used the copilot controls to lock the missile packs onto the other Wolfen IIs, and fired on them. The three still under repair fighters burst apart in a chain of explosions, causing the Star Wolf pilots to keep their heads down.

"Heh, that's a nice set up for the grand finale!" Ed commented as he suddenly produced the stolen detonator and pushed on the button. There was a bright flash and a loud series of explosions off to the left as the repair hangar, armory, and communications building were consumed by fire and explosions. The fuel tanks went off as well, torching the garage and setting the detention center ablaze.

"There's a nice distraction," Falco said. "Let's get out of here!"

Ed did just that, he took the Nightshade up 100 feet and then slammed on the turbo boosters, sending them rocketing away from the burning remains of the firebase. He locked on to the Mudcruncher's radar signal, and then headed towards it.

"Where are we going?" Fox asked

"We're going to help out my diversion team." Ed replied. Just over the horizon he could make out the silhouettes of the Invader IV fighters belonging to Vic's Vipers.

Mark swerved to avoid a salvo of SRMs from a _Hoplite _MAC. Karl used the turret to return fire, sending a pair of his own SRMs into the scout MAC, blowing away most of its paper-thin armor. A barrage of machine gun fire tore apart the MAC's stabilizing gyro, causing it to crash headfirst into the snow as it fell. That didn't really do much, however, seeing as how there were 5 enemy fighters and 2 MACs still tailing them.

One of the Viper's Invader IV fighters moved in right behind the Mudcruncher and locked on with its missile packs. Just as the pilot, in this case Steven Johnson, was about to open fire, A barrage of laser and vulcan cannon fire cut the right wing off the fighter. The Invader IV slewed out of control and spun across the ground like a top, eventually coming to rest on a spot not completely covered by ice.

Mark looked up in time to see the Nightshade piloted by Ed thunder over him, the laser turrets taking shots at the enemy fighters and MACs. The gunship then used it's VTOL jets to quickly turn around, and come right back at the Mudcruncher's attackers. Missiles spat out from the gunship's missile packs, clawing two more Invader IV fighters from the air, their pilots ejecting from their stricken craft. Turret and vulcan fire downed a second MAC, this one a _Flanker_. The last Flanker attempted to open fire on the Nightshade as it flew over, but two SRMs from the Mudcruncher breached the cockpit and killed the MAC pilot. The last two enemy combatants, the two remaining Viper Invader IVs, turned and headed back to base. 

"The enemies are bugging out!" Ed shouted enthusiastically.

"Looks like it." Mark replied. "We're heading back to the _Black Knight_."

"I have a better idea." Ed said. "The Nightshade can carry the Mudcruncher, so how about you 3 get out of the cold and come on board here? I'm going to land a few hundred feet ahead so you can get on."

Not more than 2 minutes later they had done just that, and the small attack force headed home, mission complete. As they flew on, a comms message came in to them.

"Hmm…it's not on any Lylat Alliance or Imperial frequency…" Ed said as he answered it. The vidcom displayed the face of "Viper" MacKenzie.

"This is Commander Vic "Viper" MacKenzie of Vic's Vipers," Viper said. "I would like to congratulate you on your successful rescue, as one mercenary to another. I have to admit it's amazing that a light attack vehicle and a gunship could take down three of my pilots and 3 Imperial MACs. It almost makes me wish I wasn't employed to kill you, Major Wallace."

"Thanks…I think…" Ed said.

"I look forward to fighting you again, farewell." Viper signed off. There was one long pause in the control cabin of the Nightshade.

"What the hell just happened?" Fox finally asked.

"I'm not quite sure but I think we just met a decent Imperial-employed mercenary." Ed replied. He simply shrugged it off and activated the comm system. "This is Major Wallace to _Black Knight_. We're 2 minutes out and are coming into land. We'll need a medical team, Starfox got roughed up quite a bit while incarcerated."

"Affirmative," ROB-2 said. "Contacting the _Thames _to bring in a medical team."

"While your at it, have them send a few loaded _Collectors _over to the Firebase and see if they can get anything. I have a feeling that the Imperials are going to leave it pretty soon."

"Got it."

Wolf woke up with his head pounding. He also felt cold. That was probably because he was facedown in a snowbank. The blast from the feul tanks had blown him out the back door of the prison facility, which was burning to the ground right now.

He got up and looked at the burning and charred remains of the Firebase. _Holy shit…Wallace tore this place apart._ He heard a couple Havoc gunships land in the middle of the wreck, and he limped towards it. The Sergeant in charge of the small squad of soldiers that debarked from the gunships saluted him. "Sir, we're pulling you and any other survivors out right now. We just picked up some incoming enemy craft, probably here to salvage the remains."

"I see," Wolf said. "Well, I don't think that there's anyone else alive here…except for my team." He said.

"In that case, get them on board and let's get out of here." The Sergeant looked around. "This place is a mess. What the hell happened…and is that a knife sticking out of your leg?"

Wolf looked, and realized that his own knife was indeed still there. The pain returned to his leg as he stared at it. "Um…let's just say I got blindsided and leave it at that…ok?" Wolf asked as he yanked the knife out and almost fell down from the pain invovled. "Now…" he said between clenched teeth. "Find the rest of my team and get me out of here."

5 minutes later the two gunships left. Another 5 minutes after that and two _Collector _class REMASC corvettes landed outside the perimeter of the ruins. 2 squads of DSF soldiers stepped out, along with a few salvage crews, and surveyed the damage.

"Wow…this is one hell of a mess," said the lead salvager. "Well, get to work everyone. Let's see if there's anything worth grabbing."

The Nightshade landed in the _Black Knight's _main hangar. The medical teams were onhand to assist Fox and the others to sickbay, while Ed and the rest of Black Wolf walked out of their own accord.

"Sir, do you need medical attention for that headwound?" Dr. Dorian asked Ed.

Ed waved him off. "Go tend to the Starfox team first. I'll be by later. It's just a scratch." He kept walking, away from the medical team, and started heading out the hangar. Before he could leave however, the doorway opened and Jenna appeared. She took one quick look at him and suddenly rushed at him, almost tackling him with her embrace.

"What the…" Ed asked.

"Why did you have to leave the channel open?" she asked. "When Ocelot showed up I was so worried he was going to kill you!"

"Uh…it's ok," he said. "I got out of it. And I'm sorry I forgot to disconnect." He was still a little taken aback by Jenna's sudden affection towards him.

"That's all right. As long as you're safe," she said looking up at him. She then noticed the bandanna wrapped around his head. "What happened there?"

"Oh, Wolf cut me with his knife while we were fighting. Don't worry, it's nothing major." He said.

"Are you sure?" she asked concernedly as she broke her grasp on him.

"Yes…" he said, "It's just superficial, I'll have the medics patch it up later."

"All right," she said. "Good to see your plan worked out ok." And then she turned to leave.

"Wait!" Ed said. She turned back to face him. "Thanks…for believing in me," he said.

"You're welcome," she answered with a small smile. Then she left the hangar, leaving Ed standing there confused. _What the hell is going on with her? _He asked himself.

Mark tapped Ed on the shoulder, snapping him out of his stupor. "What's with you?" he asked.

"Oh…nothing," Ed said with a small grin. "Everything's fine. We won…for a while anyway." Then he left the hangar as well, headed for his quarters to get some rest.

END CHAPTER 16


End file.
